The Dwarves and the Starlight
by Fikli
Summary: The Starfall sisters are the protectors of Middle-Earth. They risk everything for Thorin Oakenshield and his company to help them reach Erebor. Rated M for romance and language. Kili/OC X Thorin/OC X Fili/OC. First story ever. Hope you enjoy!
1. Unexpected Plans and Guests

**Hey Guys, this is my first try at writing fan fiction. This is just a rough version of my story and I will go back over time and make improvements. It's just my take on The Hobbit and what I would have liked to see happen. It has some of the elements from the movies in it and my own spin to things. I may intentionally change things so if something doesn't add up to you, that is why. Hope you enjoy!**

**I do not own The Hobbit or any of it's characters. I only own Vallyn, Rayvn, Kaylyn and my other original characters.**

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><p>Vallyn chose a dim corner of the prancing Pony to sit and wait for Gandalf in. As she peered out from the hood of her cloak, she watched the patrons. They drank their ale and traded stories of their travels. She had a plate of food in front of her but she hadn't touched it. She just watched and waited.<p>

She didn't have to wait long as the old wizard who always wore his gray robes sat directly across from her at her table. He was kind and Vallyn always liked talking with him. Though their encounters were few and far between over the long years she had known him, it was enough that she knew she could call him her friend.

"Vallyn of the Starlight," he spoke quietly. "What might you be doing in Bree?" He lit up his pipe and slowly puffed on it. He looked up at her with puzzled eyes.

"The same as you." Vallyn Answered.

"Oh?" he exclaimed. "And what would a member of the Starlight order want with a company of dwarves set to reclaim Erebor?" already knowing that was her business with him.

"Trust me when I say that something terrible is forming in the east. There are armies being formed, Gandalf. Someone or something knows of Thorin's quest...But even I can't see who is behind it. There is a darkness blocking my vision, a dark presence who doesn't want to be revealed yet. I am here because you will need my help on this, Gandalf."

Gandalf stared at Vallyn, searching her eyes for answers. "What would an army want with Thorin Oakenshield? Why is Erebor so important?"

"Erebor is the center of everything, Gandalf. It is the perfect strategic point for anyone raising an army. You can see from all sides of the mountain and no one would be able to surprise you with an attack. Whoever is building this army, they know how important that mountain is to win a war. it is a perfect base for an army."

Gandalf raised an eyebrow as if finally realizing what Vallyn was telling him. "Well, then we can't let it fall into the wrong hands."

Vallyn nodded in agreement. "So you see, I need to be on this quest, Gandalf. It is my duty to watch over this realm. If my father knew what was brewing in middle-earth..." she trailed off. She took a deep breath, hung her head and said quietly, "He might just wipe it out completely."

Gandalf's face grew sullen. "Then I shall tell Thorin you will be joining us on this quest. I am sure he will have no qualms letting a god join his company."

Vallyn shook her head. "No, Gandalf, no one can know who I am. I came here against fathers orders and he has spies everywhere. If I use my powers and word got back to him that I was interfering in middle-earth affairs, he would definitely put a stop to us. You will just have to convince Thorin I am a skilled fighter and warrior."

Gandalf sighed "Well that will be difficult. It wont sit well with him that a human looking woman will be useful for anything other than cooking and washing clothes. Thorin can be quite difficult and set in old ways."

Vallyn chuckled and said "You mean _DWARVES_ can be difficult and set in old ways." It was no secret how stubborn the race of dwarves were. What few woman they had were kept at home where it was safe and they left everything to the men. Dwarf women were scarce and they protected them at all cost. They were not used to a woman being a fighter and good for anything other than household duties.

They both chuckled and Gandalf slowly stood up. "Thorin will just have to trust me, he said. I will vouch for you but i am afraid you will still have to prove your worth to him."

Vallyn gave him a slight nod and a smile "I am sure I won't have any trouble," she said.

Gandalf then said the company was meeting at a house in Hobbiton. He gave Vallyn directions to the companies burglar, Bilbo Baggins. He said, I will leave a mark on the door so you can find it.

With that they bid each other farewell.

**XXX**

As Vallyn reached the gate to Bilbo's house, She couldn't help but look around at the scenery surrounding his home. It was beautiful and she knew Bilbo would have a difficult time leaving. It was no secret that Hobbits were homebodies and never craved adventure. She hoped Gandalf knew what he was doing.

As she made her way up to his door, she knocked a few times and waited.

Bilbo opened the door and said "Hello, can I help you?"

"Hello, I am Vallyn..am I late?"

Bilbo looked quite confused. "Late? Late for what?" he asked.

Vallyn realized Gandalf didn't tell him she was coming. She couldn't just leave. She had to be there when Gandalf arrived. She decided to step in his house and act like nothing was wrong. "She said, Lovely home you have, Bilbo! The woodwork and the furniture is quite nice!"

Bilbo's eyes lit up. "Well, thank you he said. Most of it is antiques!" He pointed proudly to an old chair in his living room "that belonged to my mother! and those paintings above the fireplace, my grandfather painted himself!"

Vallyn smiled. "They are quite lovely," she said.

Bilbo suddenly remembered he was just about to sit down to dinner. He asked "would you care to join me for dinner?" Having forgotten his confusion of her showing up at his doorstep unannounced. He was actually quite pleased to have such a polite and kind visitor now.

Vallyn said "I don't want to impose."

Bilbo piped up "nonsense! you're not imposing."

"Well that will be lovely, then." Vallyn answered.

She made her way to his dining room and took a seat. Bilbo was bouncing around, tidying the table up before setting an extra place for her at the table. He then went off into the kitchen and came back with a plate of fish and potatoes and set it in front of her. He said with a slight blush "It isn't much but I didn't have time to fix something better as I wasn't expecting company tonight."

Vallyn smiled and said "No, this is perfect, thank you."

Bilbo relaxed a little and sat down. He started to say "So you say you were late for something or other?"

Just as Vallyn was about to answer, there was a knock at the door. Bilbo looked at Vallyn and said "Well who could that be?" before excusing himself to answer the door.

Vallyn heard the door open and Bilbo say "Yes? Can I help you?"

A deep, gruff voice answered back "Dwalin, at your service." before barging in.

Vallyn heard Dwalin mumble something about food before he made his way to the dining room and sat in Bilbo's seat and just start eating his food.

Bilbo, quite shocked, stood in the doorway still with his mouth agape and finger raised as if he was about to say something but was rudely cut off. He snapped out of it and walked into the dining room just as Dwalin bit the head off of Bilbo's fish. He looked at Vallyn and they both winced at the same time.

Dwalin spoke up and said "It's very good, this! got any more?"

Having lost her appetite, Vallyn pushed her plate slowly towards Dwalin. She got up and walked into the living room and Bilbo followed.

"Do you know that fellow?" he asked.

Just as Vallyn was about to answer, she was again cut off by a loud knock at the door.

Bilbo looked at Vallyn and she just shrugged. He went and opened the door and there stood a gray haired dwarf with a long gray beard. "Balin, at your service." the dwarf said.

Bilbo was quite confused and could only muster a "good evening."

Balin replied, "Yes, yes it is. Though I think it might rain later." Just then Balin noticed Dwalin in the doorway to the living room. They chuckled as they seen each other and exchanged their greetings. Then all of a sudden they head-butted each other and continued chuckling.

Bilbo looked at Vallyn in shock but all Vallyn could do was smirk. The two dwarves proceeded to help themselves to Bilbo's pantry. All the while, poor Bilbo protested. They just continued on, paying him no mind. Vallyn had found a nice comfy armchair to sit in in the corner of Bilbo's living room and just watched as Bilbo paced the floor back and forth in a huff.

Just as he was about to protest some more, there was another knock at the door. Bilbo opened it up and Vallyn heard "Fili and Kili, at your service." Bilbo tried to slam the door shut but they pushed their way in when they noticed Dwalin in the doorway behind Bilbo. Fili tossed his weapons to Bilbo and Kili was wiping the mud from his boots on Bilbo's mothers furniture. Bilbo had had enough and shouted "Can you not do that please!? that was my mothers!."

Just then Dwalin piped up "Come on Fili and Kili, we have to make room at the table for the others or we all will never fit."

Bilbo threw down Fili's weapons and gasped "Others? what do you mean, others?" Just then there was another knock at the door. Bilbo huffed his way to the door, shouting "GO AWAY! This isn't funny at all!" as he flung the door open, a pile of dwarves fell into the house and Bilbo noticed Gandalf standing behind them.

"Gandalf" Bilbo sighed. "I should have known you were behind this."


	2. Sixteenth Member

**Please let me know if you think this chapter is too short. I will add to it if I get positive feedback. **

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><p>The dwarves all piled into the dining room, not one of them noticing Vallyn sitting in the armchair in the living room. Gandalf walked over to her and they exchanged greetings.<p>

"Vallyn, Let me introduce you to the company."

She got up and followed him to the dining room where the dwarves had already begun eating and pouring themselves drinks.

"Everyone, I'd like you to meet Vallyn, the sixteenth member of our company," Gandalf said.

The dwarves jaws dropped. Before them stood the most beautiful woman any of them had ever seen. She was quite small, only a few inches shorter than most of them. She lacked the characteristics of most races. she didn't look like a hobbit or a dwarf. She was far too small to be of the race of men or elves. They wondered what exactly she was. She had long black hair that almost reached the back of her knees and was in a loose braid. She was fair skinned and it looked smooth and unblemished. Although she was small she was very well toned. What got their attention, though, was her piercing green eyes. They were like the greenest emeralds they had ever seen. They were quite captivating.

"Hello, nice to meet you all," Vallyn said.

Kili was so struck by her beauty he had forgotten that he had just taken a bite out of a roll and it had fallen from his mouth onto the table as he stared at her. Vallyn giggled at him and that seemed to snap him back to reality. He quickly turned red and tried to avert his eyes elsewhere.

Bofur was the first to speak up. "Sixteenth member? No offense lass, but this quest is no place for a woman."

"I am well aware of the dangers. I am more than capable of handling myself in a dangerous situation. You will not have to worry about me," Vallyn answered.

Bofur raised an eyebrow at her. "That may be lass, but it's not me you have to convince of that."

Gandalf looked around, suddenly realizing who Bofur was speaking of. "Where is Thorin by the way?"

"He went to meet with our kin in the Iron Hills. He will be here, he is just late is all," Dwalin answered.

Vallyn excused herself and went back to the living room. Gandalf trailed behind her. He stood by the fireplace and lit up his pipe and started puffing on it.

"Have you thought about what you will say to Thorin about me?" Vallyn asked.

Gandalf shook his head and answered "No."

The dwarves carried on with their eating and merryment while the two stood in the living room in silence. They began tossing plates and bowls around and pounding on the table with Bilbo's silverware while singing. Bilbo marched into the dining room, ready to yell again when he noticed that all his dishes were clean and stacked neatly. He was quite surprised and just let out a "hmm" while tilting his head in astonishment.

Just then there were three loud knocks at the door.

Gandalf said quietly "He's here."

**XXX**

Thorin walked in and greeted Gandalf, while handing him his cloak. "Sorry I am late. I had trouble finding the place. I may have not found it at all if it wasn't for that mark on the door."

"Mark? there is no mark, I had that door painted a week ago," Bilbo said with surprise.

Thorin eyed Bilbo quizically. "So this is the hobbit? Tell me hobbit, have you been in battle before? what is your weapon of choice? swords? axes?"

"Well if you must know, I am quite skilled with conkers." Bilbo offered, boastfully.

"Just as I thought. You look more like a grocer than a burglar." Thorin said, mockingly.

"Burglar? I'm no burglar, I've never stolen anything in my life!" Bilbo said with surprise.

Thorin looked at Gandalf quite angrily. "Why are you bringing him on this quest? He obviously has no place on it."

Just then Thorin noticed Vallyn standing behind everyone. "Who is this now? Bilbo's wife?" he asked.

"She's not my wife and what quest are you talking about?" Bilbo said

Ignoring his question, Gandalf spoke up. "She is the sixteenth member of the company."

"No she is not. She is a woman. She has no place in our comapny, along with your hobbit," Thorin said through gritted teeth.

Everyone started talking and bickering at the same time and Gandalf suddenly seemed to grow taller and the room darker.

"If I say she is the sixteenth member, she is the sixteenth member! If i say the hobbit is a burglar then he is a burglar!" Gandalf bellowed.

He then calmed himself and the room seemed to go back to normal.

"Vallyn is quite capable of handling herself in a dangerous situation. You will find out how valuable her skills are, Thorin. I completely vouch for her and the hobbit," He added.

Thorin, quite irritated, said "FINE, but I am not resposible for either of their well beings or their fate."

Gandalf nodded and said "Understood."

**XXX**

Bilbo fretted around the remainder of the evening. Now having learned his role on a quest he didn't even know he was going on. The dwarves didn't help the situation by telling him he would be the one to steal the kings jewel, The Arkenstone, from the dragon Smaug, who laid claim to Erebor. They went into detail of how terrifying the dragon was and how easily it could kill him.

Gandalf tried to comfort Bilbo by telling him "Hobbits are remarkably light on their feet. You could slip past him easily if you so wish to. Also, the dragon has never encountered a hobbit and will not know your scent as he is only accustomed to dwarves."

Bilbo just shook his head no and walked away from the group.

Vallyn met Bilbo by his bedroom door and said "Bilbo, You have my word that I will protect you at any cost. Thorin says he will not be responsible for your well being but I am willing to lay my life on the line for you. As long as I am around, you do not have to be afraid."

He answered back "But you are just a..." He trailed off.

Vallyn finished "A woman?"

Bilbo said "I don't mean anything by it, Vallyn. But you are just one person. How can you keep me safe in a world full of danger?"

"You will just have to trust me, Bilbo. You have my word...and my friendship." Vallyn gave him a warm smile.

He sighed and said "I just don't know, Vallyn."

With that he opened his bedroom door and went in. She gave her a last sad look before closing it softly.


	3. The Missing Ponies

**Here is the third chapter. Please let me know if you think this story is too slow moving. I have a habit of going into to much detail. I just don't like to leave anything out. lol**

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><p>The company of dwarves laid all their bedrolls out in Bilbo's living room. Vallyn took a look around at the lack of space and decided she would just set up her bedroll in the hallway. As she was preparing her things she noticed Kili staring at her out of the corner of her eye. She glanced over at him and he quickly turned away, pretending he was staring elsewhere. Vallyn smiled to herself. The dwarf was quite handsome, she had not failed to notice how different he was from the others. For one, he had no beard, only scruff and he was much taller than the rest.<p>

Vallyn didn't let the thoughts of Kili take hold of her. She quickly shrugged them off and continued setting up her bedroll. She laid down and it didn't take long before she heard the snores of some of the other dwarves. She sighed and closed her eyes. Soon she found the snoring didn't bother her that much and fell asleep.

**XXX**

Vallyn and Gandalf were the first to rise in the morning. They made their way outside and Gandalf wasted no time lighting up his pipe. He took a long puff off of it and slowly exhaled.

"Thorin is none to happy that you and Bilbo will be accompanying us," Gandalf finally spoke.

"Well he will just have to get used to it. Hopefully he comes to his senses sooner rather than later," Vallyn answered.

Gandalf nodded in agreement. "Thorin is a good person, He is just so stubborn. You could tell him the sun is in the sky and he will argue unti he is blue in the face that it is the moon."

They both laughed.

"You know the other dwarves feel Bilbo will not even show up." Gandalf added.

"He will show. I have faith in him." Vallyn answered.

What she didn't tell Gandalf was that she wrote him a letter and slipped it under his bedroom door before she went to bed last night. In it she wrote,

_Dear Bilbo,_

_I know you think this quest is no place for a hobbit. In all honesty, it is no place for anyone. The dangers we will all face on it will be plentiful and it will test your courage and strength like nothing has before. You must ask yourself, What if it were your home? What if you needed help and everyone was too scared to even consider it. I meant what I said, I will protect you. You are my friend and that is what friends do for each other. Please find it in your heart to join us._

_I have faith in you,_

_Vallyn._

Just then Thorin opened the front door and stepped outside.

"Well at least you two take this quest seriously. Everyone is still asleep," Thorin said.

Gandalf turned to Vallyn and said "Come on my dear, Let us start waking everyone up. We have a long day ahead of us and we need to get moving."

The dwarves were none to happy to be woken up from their slumber. Slowly and begrudgingly they packed their things up and gathered supplies for the journey and filed out the door. They loaded everything onto their ponies and pretty soon everyone was ready to go.

"Should we wait for the hobbit?" Thorin asked Gandalf.

"No, we have to get moving." He answered.

With that, the company was off down the road and headed out of the Shire. The pace was slow and steady much to Thorins irritation. Gandalf paid him no mind and just continued on at the rate he was going. Vallyn knew he wanted to give Bilbo time to catch up just in case he changed his mind.

Fili rode up next to Vallyn and said "Some of the lads are taking bets on whether Bilbo will show or not. Want in on it?"

Vallyn smiled and said with confidence "10 gold coins that he shows."

"Well you and the wizard are the only two who thinks so," Fili said with a laugh.

Just then they heard a "wait! wait for me, I'm coming!" Bilbo ran up to the group out of breath and holding the contract Thorin left for him to sign, pledging himself to the quest and the company.

Balin took the contract and looked it over and said "Well, everything seems to be in order. Welcome to the company of Thorin Oakenshield, Master Baggins."

Bilbo quite proud of himself just smiled and started walking.

Thorin called out "Someone get him a pony."

Bilbo protested "Oh no, I am fine walking I don't do well on ponies."

Just then Fili and Kili appeared on either side of him and hoisted him up onto a pony.

Vallyn rode up to Bilbo and said "I never doubted you for a second."

"Well if it wasn't for your letter I might not have showed up at all," Bilbo replied.

Gandalf looked at Vallyn, puzzled.

Vallyn just smiled and said "I meant what I said in it."

Bilbo replied "I know," with a smile.

Just then Fili called out to Vallyn "Here are your winnings lass" and tossed her a bag of coins.

Bilbo looked puzzled and said "Winnings?"

Fili answered "Aye, we all took bets on whether you would show."

Bilbo just smiled at Vallyn and said "Thanks for having confidence in me."

**XXX**

They rode late into the night before coming upon an old burned down farmhouse.

Thorin called out "We will stop here for the night." He told Fili and Kili to mind the ponies and ordered the others to find wood for a fire and start setting up camp.

Gandalf protested "We should keep moving."

"We are tired and hungry. Where do you suggest we keep moving to?" Thorin replied, quite irritated.

"Rivendell is not far off. We could rest there and seek advice," Gandalf answered.

"I do not take advice from any elf," Thorin hissed.

"You have a map only one person can read. How do you expect to find out what it says if we do not seek council with Lord Elrond?" Gandalf replied with irritation in his voice.

"I will figure out a way," Thorin snapped at him.

Gandalf had had enough. He stormed off and said "I am going to seek council with the only person who has any sense on this quest."

"And who is that?" Ori called out to him.

"MYSELF!" Gandalf yelled back.

As Gandalf stormed off, Vallyn figured she would take the opportunity to scout the area. She walked off and went into the treeline not far from camp. She looked around and seen nothing out of the ordinary. She knew looks could be deceiving, though. She would have to stay sharp and keep her eyes open. She was not looking down upon middle earth anymore and couldn't see the dangers as she would in her true form.

Just then she heard a twig snap. She turned around, fast as lightning and had her weapons drawn. Kili stood before her with his hands up in surrender.

"It's just me," Kili called out.

Vallyn sighed with relief "I could have killed you, Kili," she said jokingly.

Kili just smiled and said "Well I am sure glad you didn't. What are you doing out here?"

"Just scouting the area. Everything looks clear over this way," Vallyn replied.

Kili nodded. He seemed nervous and unsure what to say next.

Vallyn broke the ice and said "So you're an archer?"

He smiled and said "Yes, that is why I don't have a beard" he cleared his throat, kind of embarrassed to continue "It gets in the way of my bow when I am shooting."

Vallyn knew how proud the dwarves were of their hair and beards and knew Kili thought she might look down on him for it.

"Well I think it suits you well that you don't have one," Vallyn replied.

"You look more rugged and handsome," She added.

Kili looked at Vallyn quite surprised "Handsome?" he said with a laugh.

"Well, I'll take that compliment!" He said and was now blushing.

Vallyn kept her gaze on him and looked him over. She knew she was making Kili blush and she enjoyed seeing him do so.

Kili cleared his throat and shifted his weight from one foot to the other. Quite unsure what to do with himself. No one had ever made him feel this way. He wasn't uncomfortable with Vallyn. He just didn't know how to react to her. He knew he liked her and wanted to be around her but how could someone so beautiful ever be interested in him he thought.

Just then Fili came up behind them and said "Ahem, Kili, we uh, have a problem."

Vallyn turned to Fili and said "Problem? what kind of problem?"

"Well you know how Thorin told us to mind the ponies? well, uh, two of them are missing," Fili answered.

"Missing!? what do you mean, missing?" Kili shot back.

They all ran towards where the ponies were tied up and met Bilbo who was standing with two bowls of stew in his hands.

"Thorin told me to bring Fili and Kili some food. I was just about to go back for yours, Vallyn," Bilbo said.

Just then there was a rustling in the bushes off in the distance.

"Shhh. You guys hear that?" Vallyn asked.

They all nodded that they did indeed hear the same thing she did. She hopped over the trunk of an uprooted tree and followed the noise. Fili and Kili were close behind her. Bilbo trailed after them, bowls of stew still in hand.

What they seen next, no one was prepared for. Two cave trolls pushed passed the trees, the bigger of the two had the two missing ponies under each arm.

The four companions looked at each other and Vallyn whispered. We have to get them back before Thorin notices they are gone. She quietly formed a plan in her head while the other three looked on.

"_This was going to be tricky_," she thought.


	4. Troll Battle & No Tolerance

Vallyn pondered what to do about the trolls. She knew she had to think fast before their ponies were troll food. She told Fili and Kili to distract the smaller one while she handled the bigger one. She knew they would not like the idea of her taking one on by herself, So before they could voice their protest she quickly lept up and ran towards the trolls.

"DROP THOSE PONIES!" she shouted.

The trolls spun around and the bigger one bellowed out "What? What do we have here, then?"

The smaller one replied back "It looks delicious! Can we eat it?

"We can sure try!" The bigger one replied.

Vallyn noticed Fili and Kili on the side of her, darting towards the smaller troll.

"Touch her and you will die!" Kili shouted at the trolls.

YEAH!"Fili added with support to his brothers threat.

The bigger troll dropped the ponies and dashed towards Vallyn who quicky jumped out of the way. She spun and swung her axe into the back of the trolls leg as it passed her and brought it to its knee. It let out an "OUCH!" and quickly got back up.

Fili and Kili were running under the smaller troll and around it, completely confusing it. It clumsily made grabs for them but they were too quick. The troll was angrily shouting for them to stand still so it could eat them.

The bigger troll was very angry after Vallyn dealt the blow to the back of its knee. It hobbled towards her and swung his fists down at her, trying to crush her underneath them but she ducked and rolled between his legs and got up behind him and swung her axe into the back of its other knee.

Fili and Kili were still trying to run circles around the smaller troll. Swinging their swords at it but not really landing any good blows. Vallyn could see they were getting tired. They just had to keep this up for a bit longer.

Vallyn was about to swing her axe at the bigger troll again when she heard loud pounding footsteps coming towards them. A third troll and bigger than the other two came darting out of the trees, headed straight towards them.

Vallyn's plan quickly fell to pieces. Fili and Kili were tiring out already and Vallyn only intended to keep the trolls busy until the sun rose and turned them to stone. Just then the smaller troll caught ahold of Fili and Kili and was now squeezing them in his big hands. Vallyn had only one option now.

"If you want your meal, Then come and get it!" She shouted and sprinted into the tree-line.

The smaller troll dropped Fili and Kili and the three trolls were now running after her. Fili and Kili just laid on the ground unable to catch their breath after being squeezed so hard.

Vallyn ran quite a ways before coming to a clearing where it looked like the trolls had set up camp. She quickly looked around, making sure she was alone. Just then the trolls came stomping into their camp ground.

"Looks like you have nowhere else to run" The bigger troll said.

"Lets skin her and roast her over the fire!" The smaller troll added.

Vallyn, still sure they were alone, only smiled and said. "You will be dead before you even touch me."

The trolls all laughed and started towards her, reaching out their hands to grab her. Vallyn started rubbing her hands together, a light started to form in-between them. It was growing brighter and brighter until it was almost blinding. The trolls stopped dead in their tracks. Their eyes growing wide in terror. Vallyn then knelt down and touched the ground. The light quickly trailed towards the trolls through the ground like an electric current. When it reached them, it started to turn them to stone. It travelled up their legs and through their chest. They tried to let out cries of pain but they were quickly muffled as their heads began to turn to stone.

Vallyn stood up and walked towards the trolls and looked at their bodies, in twisted pain, forever trapped in stone. Just then Gandalf appeared behind her.

Vallyn spun around, axe at the ready.

"Oh, it's just you," She said

"Vallyn, What have you done?" Gandalf asked with fear in his voice.

"What I had to do, Gandalf."

"The others could have seen you! or worse yet, one of your fathers spies!" Gandalf shot back.

"I made sure I was alone. I lured them here so no one could see. If anyone was around, I would have seen. I was careful, Gandalf. I know how risky it was to do this but it was my only option," Vallyn said reassuringly.

Just then the sun came over the horizon.

"See, I knew what I was doing. We can just say the sun took them," Vallyn said.

Gandalf nodded, Reassured by Vallyn's words and glad the sun had come up. "Come on then, Let us get back to the others," He said.

Vallyn suddenly realizing that Fili and Kili may possibly be hurt, started running back in the direction she left them. When she reached them, they were sitting on the ground, rubbing their sides and arguing between themselves. Bilbo was next to them, still with the bowls of stew in his hands, unsure of what to do. Vallyn wanted to let out a laugh at the sight but held it in.

"You guys ok?" she asked.

"Yeah, just a bit sore," Fili answered.

"We wouldn't be sore if you would have just followed my lead, Fili!" Kili spat.

"What was your lead, Brother? To dance around him all night?!" Fili shot back.

They began wrestling with each other on the ground and Gandalf shouted "Enough! you are safe and that is all that matters now."

Vallyn couldn't help it and finally let out a laugh.

"So where are the trolls?" Bilbo butted in.

"The dawn has turned them to stone," Gandalf answered.

He offered his hands to Fili and Kili to help them up and they gladly took them. Once off the ground they looked around and noticed to two ponies had bolted.

"All that for nothing," Kili said with a sigh.

**XXX**

Back at Thorin's camp. The other dwarves were all packing their supplies up, getting ready to continue on for the day. Fili and Kili were ahead of Vallyn, Bilbo and Gandalf.

Thorin called out to them quite irritated "Why aren't you two minding the ponies? and where have you other three been?"

"A-about the p-ponies, uncle..." Fili stuttered.

"Trolls took them!" Kili interrupted.

"WHAT!?" Thorin hissed out.

"It's ok, Vallyn lead them away and into the forest until the sun came up and turned them to stone!" Bilbo added, quite proud of his friend.

Thorin got up and charged at Vallyn and got directly in her face and spat angrily at her "You took on trolls, by yourself!? I knew you were trouble from the start but I never took you for an imbecile! How stupid could you possibly be!?"

"Stupid? She had enough sense to lead them away from your camp and to stall them until the dawn! You should be thanking her that you are still alive, Thorin Oakenshield!" Gandalf told him, angrily.

"Thank her? and why would I thank her? For losing two of our ponies? For putting my nephews lives at risk? for being a stupid woman who has no business being on this quest in the first place!?" Thorin shot back. He added the last sentence with as much venom as he could muster.

Kili got between Vallyn and Thorin and said "She is not stupid, uncle! she saved our lives! I will not stand here and let you talk about her like this!"

Thorin took a step back and eyed his nephew angrily.

"I will not have you speak to me in such a way! I am your KING!" Thorin answered as his hands tightened into a fist.

Kili looked down, His confidence waivered under the angry glare of his uncle.

"I don't want to cause any trouble. I just did what I thought was right at the time. I am sorry about the ponies...But I will not stand here while you call me stupid," Vallyn said to Thorin.

Thorin shouted back at her in a rage "THEN LEAVE! I never wanted you on this quest in the first place! You will bring nothing but trouble to us. Why don't you go back home and stay there, _Stupid woman_" He added the last part just to add insult to injury.

Vallyn looked down, then slowly lifted her head and looked him in the eye.

"If that is what you wish," she said with a hint of sadness in her voice.

She turned and looked at the other dwarves and they all had their heads down and looked quite sad but too afraid to speak up. She grabbed her things and flung her bag on her back and started to walk past them.

Kili stopped her by grabbing her arm as she walked past and said "You don't have to do this. Please stay, he will come around."

Vallyn shook her head and said "No Kili...he won't."

"But I do not want you to leave..." Kili said in almost a whispered tone, with hurt in his voice.

Vallyn looked up at him, noticing the hurt in his eyes. Her heart suddenly felt very heavy and an empty feeling overwhelmed her stomach. She gently pulled away from him and looked away.

"I'm sorry Kili..." she said and walked away. She didn't dare look back because she knew if she glanced into Kili's eyes again she would not be able to leave.

She headed down the road and was soon almost out of sight from the camp. Gandalf had followed after her and caught up with her a ways down the road.

"Vallyn, you cannot do this," he said in a worried voice.

"What can I do then, Gandalf? He wants nothing to do with me. He doesn't want my help. I feel this is just a total loss..." Vallyn answered back quietly.

"Thorin is difficult, you know that. Please just think of the others. They need you, we all need you," he answered.

"please come back, Vallyn," He added.

Vallyn just shook her head and walked away.

Gandalf stood in the middle of the road and called out to her as she walked away.

"I will lead them to Rivendell, through the secret entrance...If you should change your mind..." He trailed off.

Vallyn, not turning around, raised her hand in a stiff wave of goodbye.

She thought to herself Thorin must not know they are headed to Rivendell. He would never agree to that. Stubborn dwarf she thought. What did she care though. The quest was no longer hers.

Vallyn did care though. She had travelled for thirty minutes or so before she stopped herself.

"What are you doing!?" she said aloud to herself.

"Get back there and finish what you started!" She added.

She fought with herself for a minute. It finally hit her that she had made a huge mistake. She turned on her heel and started walking back towards the camp.

Suddenly she heard yelling off in the distance.

"Black speech!" she said, realizing that was the language she heard being spoken.

She ran towards the treeline, out of sight and ran as fast as she could back to the dwarves...back to Kili.


	5. Rivendell & Rayvn

**This chapter was rather long. I wanted to get all the details down in it though before I start the next chapter.**

* * *

><p>Vallyn tried to push herself to stay ahead of the orcs that were not far behind her. She knew they were close but she wasn't sure how close exactly. They may have even got ahead of her while she ran on the opposite side of the forest. She knew she could not stop until she reached the others.<p>

When she got to the spot where Thorin had made camp, She seen the dwarves were gone. They couldn't have got far. She pressed on in the direction Gandalf had told her he was taking them in. She heard howling off in the distance.

"Gundabad wargs," she said with a gasp.

She pushed herself even harder. The forest opened up into a vast valley with large boulders and rock formations on it. She seen the dwarves off in the distance running from rock to rock, hiding themselves behind them as the warg riders scrambled to find them.

No less than 10 riders were stalking after them, trying to pick up their scent as the company hid. Vallyn made her way towards them, trying to stay out of sight. As she got closer to them she seen a rider had picked up their scent and was now on the rock above them, trying to sniff them out. Thorin was the first to spot Vallyn running towards them, Her axe drawn. No one had noticed the rider directly above them. His eyes widened in shock as he seen Vallyn throw her axe towards them. He flinched as he thought she was aiming for him. The axe hit the warg directly between the eyes and it fell off the rock in front of the company.

The rider tried to get up but Vallyn pounced on it and it let out a loud screech. Vallyn grabbed her dagger from her belt and quickly slit its throat. That one loud screech was all it took. The other riders were alerted to their location. They all turned and made their way towards the company.

Thorin looked at Vallyn in shock.

"Vallyn, you came back!" Kili said with surprise and relief in his voice.

"We need to get moving, NOW!" Vallyn answered back.

They noticed Gandalf had vanished.

"Gandalf has abandoned us!" Ori yelled out with terror in his voice.

"Everyone get ready to fight!" Thorin commanded.

The dwarves drew their weapons and made ready for the riders attack.

Gandalf peeked his head out from a nearby rock formation and yelled out "This way! Quickly, you fools!"

The company quicky ran towards Gandalf and one by one jumped over the rock and slid down a slope into a cave. Just as the last one slid in the riders reached them. They were about to go after them when they all heard loud horns blaring. The company heard the clang of metal against metal and arrows being let loose. A warg rider fell down the slope and at the feet of the dwarves. It had an arrow stuck in its head.

Thorin looked at the arrow and said "Elves."

Dwalin shouted at the group that there was a passage in the back of the cave "Should we follow it?' He said.

Gandalf looked at Thorin and quickly said "Yes, get moving you fools!"

The group walked down the path that twisted and turned until it opened up into a vast valley. They all gasped when they seen a massive, beautiful kingdom directly below.

"Rivendell." Bilbo said quietly to himself.

They all followed the trail down leading into the valley. Not one of them spoke as they took everything in.

They reached the gates finally and made their way into a courtyard. They were met by a tall, Dark haired elf.

"Mithrandir, welcome!" The elf called out to Gandalf.

Gandalf exchanged greetings and then asked "Is Lord Elrond here?"

"No, we got word that a pack of orcs were near our borders and he went out to take care of them," The elf answered.

Just then horns blared again and a group of elves rode up on horses and surrounded the dwarves. The dwarves all formed a circle and drew their weapons. Kili stepped in front of Vallyn with his bow at the ready. Vallyn's mouth twitched into a small smile.

Lord Elrond then rode up and dismounted his horse. he walked up to Gandalf and they hugged and exchanged greetings

"It has been a long time, Mithrandir," he said to Gandalf.

"Yes, far too long old friend," Gandalf answered.

He then looked over to the dwarves, they looked quite foolish all huddled into a circle, Bilbo in the middle just standing there, confused. Vallyn was behind Kili and just shaking her head with a small smile across her face.

Gandalf cleared his throat and said "May I present to you, The rightful heir to Erebor, Thorin Oakenshield".

Elrond raised an eyebrow and started speaking in elvish at them.

"What is he saying? Does he offer us insult?" Gloin spat out.

Gandalf only rolled his eyes and said "He offers you shelter and food."

The dwarves all turned and quietly spoke to each other before turning back around and saying "Well in that case, we accept."

Gandalf turned to Elrond and said "May I please have a word with you in private?"

"Of course," Elrond answered.

He spoke something in elvish to the tall elf who first greeted them and turned to face Gandalf. The tall elf spoke up and politely told the group to follow him and he would show them their lodgings and get them some food.

Gandalf turned to Vallyn and said "Would you mind accompanying me, my dear?"

Kili stepped foward to block Vallyn from moving "She doesn't leave my sight."

"As long as you are in my kingdom I assure you, no harm will come to any of you," Elrond offered.

"She is perfectly safe, Kili. She will only be a few moments," Gandalf added.

Kili slowly moved out of the way and let Vallyn pass. He watched her as she climbed the stairs and walk almost out of sight. Vallyn turned just before she turned a corner and looked back at him. She lingered there for a moment before giving him a soft smile and continuing on.

**XXX**

Kili followed the rest of the group to a large hall and they all sat down at the tables in it. It wasn't long before the elves started bringing out dishes of food for them to eat. The dwarves grumbled when they seen it was mostly vegetables and green food.

"Where is the meat?" Dwalin spoke up.

Ori picked up a leaf of lettuce and sighed "I don't like green food."

Bilbo happily dug into the food that was offered to him.

"It tatses fine to me," he said.

The elves offered the group some of their finest ale to drink. The dwarves suspiciously sniffed it and took tiny sips of it, expecting it to taste horrible.

"This is quite good!" Bofur piped up before downing his entire drink in one big gulp.

The others followed suit and started drinking cup after cup. All execpt Kili. He just sat at the end of the table and picked at his food and looked lost in his thoughts.

Fili sat next to his brother and asked "What is wrong?"

Kili was taken by surprise and snapped out of his thoughts "Nothing, I am fine."

"You are not fine, Brother" Fili answered back "Please, tell me what toubles you," he added.

Kili thought for a minute and looked around, making sure Thorin was out of earshot.

"I am still so mad at uncle for sending Vallyn away," he answered.

"She was out there alone with a pack of orcs on the loose. She could have been hurt...Or killed" Kili added, the last part with hurt in his voice.

Fili stared at his brother for a moment before it finally clicked with him.

"You are in love with her, aren't you?" he said to Kili with surprise.

Kili snapped his eyes up to his brothers and said "No!...Well, I don't know...maybe."

"I just know that I want to be near her and then when I am near her my mind goes blank and have no idea what to do or say to her, Kili added.

Fili listened as his brother went on.

"When she left, I thought that would be the last time I would see her. My heart felt like it shattered into a million pieces," Kili said.

Kili slowly took another look around the room, making sure no one could hear as he quietly spoke his next sentence.

"I wanted to kill uncle for sending her away."

Fili's eyes opened wide with shock.

"You have only known her for a short time, brother. She could not possibly have such an effect on you so soon, Fili answered.

Kili sat back and said "I know. It sounds crazy, brother, but I feel like I have known her all my life. When I am near her, I just feel...right."

Fili pondered what to say next to his brother before he finally spoke.

"I am happy for you, Kili. It sounds like you have found your one." He paused and added with a sad tone in his voice "But, uncle is family. Kin always comes first. He is our king and we must obey him."

"You must put your anger aside for him and forgive him, Kili. He may be harsh but he does everything out of love for you...for all of us," he added.

Kili sat quietly and looked away from his brother.

"He may be our king and rule over all of us...But, He does not rule my heart," Kili answered.

Fili was sypathetic to his brothers pain. It was rare these days that a dwarf found his one true love. Dwarf women were rare so they all knew quite well, one may never settle down and have a wife and family. It was even more rare that a dwarf settle with someone outside their own race. Fili could see what his brother seen in Vallyn though. She was brave, independant and most of all, beautiful. Fili had no problem at all with his brother being with her. He was certain the others didn't mind either. They all liked her quite well. It was just Thorin who had an incredible distaste for the woman.

Fili looked over to his uncle and couldn't help but wonder why that could be.

**XXX**

Thorin sat and drank with his company. He wasn't at ease here in Rivendell but he had to trust Gandalf. If he said they were safe then he had no choice but to believe him. He noticed his two nephews sitting by themselves off in a corner. He wondered what they were talking about. Probably that woman. His eye twitched as he thought about Vallyn. It wasn't that he hated her. He actually had no problem with her. He found her quite useful, like Gandalf said he would. It was just that, When he looked at her, He couldn't help but be reminded of Rayvn.

He had met Rayvn on one of his many travels through the land. He had passed through a town called Grayhelm when he first met her. He had wandered into the towns pub and sat by himself off in a corner, so he wouldn't be bothered. Thorin was always a very solitary person and never had a want or need for company. On this particular evening though, This woman had caught his eye. He was immediately struck by her beauty. She wore a leather vest with a long black coat lined with fur and black boots pulled over black tights. She had soft, wavy brown hair that reached down to the middle of her back. Her skin was light and smooth. She was rather small but she was well toned and looked like a fighter. Her eyes are what caught his attention though. They were the greenest eyes he had ever seen. The color of emeralds and they were so bright they seemed to faintly glow if he stared into them long enough. He knew it was just his mind tricking him, though.

She noticed him looking at her and slowly walked over to him.

"Staring at something in particular, friend?" she said with one corner of her mouth pulled into a smile.

Thorin was taken aback. He didn't realize just how long he had been staring at her. He dropped his gaze and mumbled out an apology. Rayvn just let out a small laugh. Thorin couldnt help but think how cute her laugh sounded. His mouth twitched into a small smile.

"Ah, There is a nice smile!" Rayvn said, causing Thorin to blush slightly.

"So what is a fella like you doing around these parts?" she finally asked.

"Just looking for work," Thorin replied.

"What kind of work you looking for?" she asked.

"Any kind," He answered back.

She looked Thorin over. She indeed had a job for him but she wasn't sure if he was up to the task.

"I have a job for you" she finally spoke up.

Thorin raised an eyebrow "Oh?"

She explained that she had to find a group of men who had taken something from her.

"It is very important to me" she said.

"If you help me find them and get back what is mine, I shall pay you 100 gold pieces," She added.

Thorin's eyes shot up to hers.

"100 gold pieces?" he said.

"Whatever they took must have been very valuable for you to pay me that kind of money," He suggested.

She nodded, "Indeed, it is."

**VVVVV**

They travelled together for it seemed like weeks, looking for these men. Every time it seemed like that had a good lead. It turned out to be false. Thorin didn't mind though. He loved being with Rayvn and was kind of relieved when they came up empty handed. He knew he didn't want to be away from her. He was falling in love with her. He never admitted that to her though. He just knew she would never have any interest in someone like him. He just watched her when he thought she wasn't looking. sometimes he stared at her when she slept. He thought that she was the most beautiful thing in this world. As the days went on, he longed for her. His heart would beat out of his chest when she got too close to him. His stomach would do flips when she would laugh. His body would ache as he watched her sleep.

Rayvn knew that they would probably never find these men. She would never get back what was taken from her. Somehow it didn't really matter anymore. She found herself more and more drawn to Thorin. She knew that he looked at her when he thought she wasn't looking. She knew that he watched her while he thought she was asleep. She liked the feeling of his eyes on her. She knew that even the sound of her laugh caused Thorin's body to react in a certain way. She knew that she wanted him as badly as he wanted her.

She decided one night that she would tell him exactly how she felt. That she thought she was in love with him. Although she thought he felt the same, she couldn't be certain. They were sitting around their campfire they made for the night in silence. Thorin looked into the fire, seemingly lost in his thoughts. She mustered up her courage and just blurted it out.

"I am in love with you, Thorin Oakenshield," she said matter of factly.

Thorin immediately looked up at her, his mouth dropped open in shock.

"What?" He replied, unsure if his ears were tricking him.

She got to her knees and knelt in front of him. She put her hand on his cheek.

"I love you." She said again.

Thorin searched her eyes, looking for any sign that she was tricking him. When he seen she was serious he crashed his lips into hers and kissed her passionately. They pulled apart after a minute and he looked her in the eyes.

"I love you too," he said.

That night they laid together. Making slow, passionate love under the stars. Thorin was the happiest he had ever been. He never thought he would love someone as much as he loved Rayvn. He laid there with her after, his arm draped over her waist and his face buried in her hair, drinking up her scent. He smiled and drifted off to sleep.

The next morning he awoke and seen Rayvn was not next to him. He thought she just went off to relieve herself or something. He laid there for awhile and noticed she still wasnt back. He dressed quickly and called out to her. There was no answer. He started to panic. He called out her name even louder and started running around looking for her. She was nowhere to be found. He screamed out her name, dread filled his entire body.

_"What if she is hurt,"_ he thought.

_"What if someone took her?"_

A million thoughts raced through his head.

He raced back to the their campsite and looked around. He now noticed all of her things were gone. If someone had taken her or she wandered off and got hurt. Her things surely would have still been there. He noticed a pouch by his bag. He went over to it and slowly opened it. 100 gold pieces fell to the ground as he dropped the pouch. He felt sick to his stomach. His heart hurt in his chest. She had lied to him. She didn't love him at all. She had left him...

Thorin dropped to his knees and put his head in his hands and just cried.

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><p><strong>Well, Now we know why Thorin has all that animosity towards Vallyn! Hope you enjoyed this chapter!<strong>


	6. Facing The Past & Future

Vallyn followed Gandalf and Elrond to a large balcony overlooking the valley. Elrond asked them to take seat at a small table by the edge of the balcony.

"Vallyn of the Starlight," he finally spoke.

Vallyn looked him in the eyes and replied "So, you know who I am..." more of a statement than a question.

"Of course. I have met your kin before. Your eyes are a dead giveaway to the Starfall family," Elrond answered.

"So you know my full name?" Vallyn asked, a little surprised.

"Yes, Vallyn Starfall. I know much about you," Elrond replied

Vallyn's eyes snapped up to his.

"How...?" she asked.

She had never met Elrond before and never knew he had met any of her family. She only knew who he was from watching him when she had looked over the realm from home. She was a little afraid now. No one knew of her journey here. Except...her thoughts interrupted by two familiar voices. Vallyn's eyes grew wide in shock as she seen her sisters step out onto the balcony.

"Sister" they said in unison.

They both walked over to Vallyn and hugged her.

"Rayvn? Kaylyn?" she said in shock.

"Hello to you too, sister," Rayvn said with a little laugh.

"When...How...Why are you here?' Vallyn asked, still in shock.

Gandalf and Elrond quietly got up and walked into the room off of the balcony. Letting the sisters have a little privacy.

Vallyn looked at Rayvn and said "Father forbade you from ever leaving home. How did you get away? He will surely see that you are missing". Vallyn was now scared for her sister.

Kaylyn answered for Rayvn.

"I helped her sneak away," she said.

"Father no longer watches over me like he used to. It was easy to slip past him," Rayvn added.

Kaylyn then told Vallyn "Father is not the same person we knew. He has changed. It is like his whole personality is different. Like an evil has settled over him."

"He no longer speaks to mother. He just spends his days locked away in his throne room. His councilors are the only ones allowed to enter," She added.

"Mother is the one who told us to come to middle earth. To find you...and help you," Rayvn said.

"Mother knows?" Vallyn asked in surprise.

"Yes" Rayvn answered.

"We had to tell her, Vallyn. She see's how father is changing. She see's a sickness taking hold of him...a dark, evil sickness," Kaylyn said.

"It has slowly been taking hold of him for years. Ever since that night he came for me and he brought back..." Rayvn said and then trailed off.

Rayvn didn't mention what her father had brought back. It was the same thing he had sent her to middle earth to find. She had found what he had sent her after but it was stolen from her by a group of men. More than likely, thieves for hire. She never knew what it was that she had in her possession, though. It was locked away in a box and bound by powerful magic. Her father had came down to middle earth and got back what she had failed to. Which added to his rage over finding her the way he did.

**VVVVV**

This was all so overwhelming to Vallyn. She knew if her mother was now involved, things must be really bad back home. Mother would never go against fathers orders and risk his wrath if he was disobeyed. Her father was adamant that none of us ever involve ourselves in middle earth affairs. Rayvn learned the hard way and paid the price. He learned she had fallen in love with someone from middle earth while she had to direct orders to find what he had sent her for and leave. He found out that she had lost all care for her task and was stalling coming home just to spend time with some dwarf and that enraged him. He even came down himself and brought her back home. Which was a shock since he hated stepping foot onto middle earth.

Rayvn tried to talk her way out of going home by saying the dwarf worked for her and she owed him his wages, she couldn't leave until she paid him but he just threw money down by the dwarfs bag and just took her. She didn't even have time to try and stop him. They were just gone in a flash. He then forbade her from ever coming back to middle earth again. He had rayvn under guard for years until he finally eased off. He had made sure to remind her everyday that the dwarf now hated her and she had no reason to go back to him. He no longer wanted her. Father had broken Rayvn and she now obeyed his orders to stay away from this realm.

Vallyn never knew who her sister had fallen in love with, though. Her and Kalyyn didn't care if Rayvn had chose someone from this realm. They just wanted their sister to be happy. It didn't matter where the love came from, be it middle earth or any realm in this universe. She had seen how father had broken Rayvn, though. She was not the same happy person Vallyn once knew. She had a deep sadness to her now.

Vallyn's thoughts strayed to Kili. All of the memories of what her father had done to Rayvn came flooding back to her. Her heart sank. If he could do to his own child what he had done to Rayvn, Then surely he would do the same to her. After everything that had happened today, she realized that she had deep feelings for Kili. When she seen that he was in danger her only thought was to keep him safe. She knew that if he was hurt that she would fall apart. If he had been killed...She didn't even let herself think of that. Is this what love was? She was now afraid.

"Kili..." Vallyn let slip out of her mouth in almost a whisper.

Kaylyn snapped Vallyn out of her thoughts by saying "Who is Kili?"

Vallyn blushed a little. Not intending to say his name aloud.

"He is just a dwarf in the company I am travelling with," She answered.

"Dwarf?" Rayvn said with surprise.

"Yes, I am travelling with the company of Thorin Oakenshield. He is the rightful heir to Erebor. I am helping him on his quest to reclaim the mountain, while fulfilling my quest to find out who is behind this evil and stop it," Vallyn answered.

Rayvn began to tremble and shake. Her knees went weak and she almost lost her balance. Kaylyn caught her sister and was now trying to calm her.

"What is wrong, Rayvn?" Kaylyn asked in a panicked tone.

Rayvn didn't answer.

Kaylyn lightly shook her.

"Rayvn!" kaylyn said more forcefully.

Rayvn now had tears in her eyes. She looked at Vallyn and broke into sobs.

Vallyn and Kaylyn were now both hugging her and pleading with her to tell them what was wrong.

Rayvn calmed a little after a minute and tried to talk but only got out "Thorin...My Thorin...My Love..." in-between sobs.

Vallyn and Kaylyn finally understood. Thorin was the one father had taken Rayvn away from. Thorin was the one who Rayvn's heart longed for.

_"That is why Thorin has treated me the way he has. I must remind him of Rayvn." _Vallyn thought to herself, finally realizing.

The three sisters looked much alike but they all had different hair color. Rayvn had brown hair, Kaylyn and long Auburn hair and Vallyn had long black hair. Their features were similar though. Only small subtle differences in the nose and mouths. They all had the tell-tale Starfall family emerald green eyes.

Vallyn didn't tell Rayvn how Thorin had been treating her. She didn't say that Thorin was an angry, mean person now. She finally understood Thorin's pain. He was a person with a broken heart. He must think Rayvn had abandoned him. That couldn't be further from the truth.

Vallyn just held Rayvn close to her and comforted her.

**XXX**

Gandalf and Elrond walked back out onto the balcony after giving the three sisters time together. Rayvn had calmed herself by then. Vallyn just wanted to hold her sister but she knew they had to serious business to discuss.

"Forgive me for interrupting," Elrond spoke softly.

"It is quite alright, I know we have things to discuss," Vallyn replied to him.

Elrond gracefully bowed his head in agreement.

Gandalf was the first to speak.

"Lord Elrond, I know you know of the evil spreading across the lands."

Elrond nodded but didn't speak.

"And you know that Vallyn has come to offer us her help in ridding the lands of this darkness for good. We need to find out who is behind all of this. Why they have decided to strike now? What are they to gain by all this?" Gandalf continued.

Elrond looked at the three sisters and then back to Gandalf before speaking.

"This evil, This darkness is more powerful than anything that I have ever felt before"

He continued speaking slowly and with certainty only an elf of his power and knowledge could.

"I cannot see who is behind this. Much like these three sisters cannot, and they are more powerful than I. How do you suggest we find out who is behind all of this, Gandalf? If our vision is blocked" He motioned to the three sisters "Then how can we find out?"

Gandalf pondered for a moment.

"We will have to draw them out somehow," he finally answered.

The group sat in silence as they all thought long and hard on how to accomplish that.

Elrond finally spoke.

"This quest the dwarves are on is more important than you can know, Gandalf"

"My guess is, you get them to that mountain, defeat the dragon, and then whoever is behind this will reveal themselves," He added.

Gandalf's eyes widened with sudden realization.

"They are just playing a waiting game. They know Thorin will make it to that mountain and are counting on Smaug to defeat him. They want Smaug as an ally!" He said.

Elrond nodded in agreement.

"If you slay that dragon, their plans will be foiled and they will be forced to reveal themselves...When they do, I am afraid you will have to play it by ear then," Elrond suggested.

Gandalf got up and paced around. The three sisters sat in silence.

Vallyn finally realized the sacrifice she would have to make. She spoke quietly and with a sadness in her voice.

"When they reveal themselves...I will have no choice but to unleash my full powers on them." She spoke the two sentences with a pause in-between them, as if still searching for a different solution.

"You can't, Vallyn! Father will certainly know we are here then and he will come and put a stop to all of this," Rayvn shot back.

Kaylyn and Vallyn knew full well what she meant. Putting a stop to it meant he would more than likely just kill Vallyn for defying his orders.

Vallyn said quietly and unsure of herself.

"Then I will just have to stop him..."

Kaylyn spoke up.

"How? How will you do that, Vallyn? He is more powerful than you."

She spoke the next sentence mostly under her breath. "You will never survive..."

Gandalf stopped pacing and stood in front of Vallyn. He looked her in her eyes and said "I will help you, Vallyn. Until my very last breath, I will help you."

"And I as well. If you send for me, I will come to your aid," Elrond offered.

Another voice spoke up behind them.

"And you have my help as well."

"Lady Galadriel!" Gandalf said with surprise.

A tall slender elven woman with long blonde hair stepped into sight.

Elrond, the only one not surprised by her sudden appearance, nodded to the tall elf.

"I cannot stand by while this world is slowly taken by this evil," She spoke in a calm and soothing voice.

She motioned to Gandalf and Elrond "We are part of this world and must do our part to keep it safe."

She then looked to the three sisters.

"We all know that this is not your fight, but we are all grateful nonetheless for the help you have given thus far. We all know what your involvement could result in and we will do everything in our power to stop that from happening," She added.

Kaylyn just shook her head, unsure of everything now.

"You all have no idea how powerful my father is. To challenge him would mean certain death!"

"If we all help Vallyn then maybe we have a chance," Galadriel replied.

Kaylyn just shook her head again.

Vallyn looked at her sister and said.

"I know what all this could mean, Kaylyn. I am willing to fight...to try. This world is too precious to just let evil take hold. There are far too many good things in it (She thought of Kili), just to give up. If that means giving my life so this world can go on in peace and the people in it can no longer live in fear, then I will give my life."

"I will give mine as well," Rayvn offered.

Kaylyn looked around at all of them and sighed.

"If my sisters are willing to fight and give their lives for this world...Then I am willing to give my life for them."

Galadriel gave her a soft soothing smile. You couldn't help but feel calm in her presence. They all sat there in silence for a few moments. Unsure of what to say after that big revelation.

Elrond broke the silence.

"It is getting late, I will have someone show you to your rooms and bring you some food and drink. We can continue this discussion tomorrow if you wish."

The group started to slowly get up and walk away when Galadriel called out to Rayvn and Vallyn.

"May I have a moment with you two in private?" she asked.

They both said of course and hugged Kaylyn before wishing her and Gandalf a good evening. Kaylyn and Gandalf followed after the tall dark haired elf who had showed the dwarves their lodgings earlier.

Elrond wished them a good night and left shortly after.

Galadriel looked at the sisters for a minute and smiled before speaking.

"I know of your love for Thorin," she said to Rayvn.

"And I know of your love for Kili," She said to Vallyn.

Rayvn looked at Vallyn, She had sadness in her eyes. She knew how dangerous it was to love someone of middle earth. The heartbreak it would only bring was almost unbearable.

"I want you to know you do not have to fear love. Love is the most purest form of energy here on middle earth. It is all consuming, all knowing and forever binding," Galadriel spoke.

"I know Thorin must hate me. I know he thinks that I just left him...That I used him...That I am a liar," Rayvn answered.

Vallyn hugged her sister and said "That was not your fault, Rayvn."

"He doesn't know that," she replied.

Galadriel touched Rayvn's shoulder softly.

"You must go to him. You must explain what happened. He will understand, Rayvn...He still loves you."

Rayvn's eyes shot up to Galadriel's.

"What?" she asked, thinking her ears tricked her.

"I can see into his soul and know deep down he still loves you, Rayvn. Yes, he has anger, Yes, he has turned mean and resentful. That is to be expected of someone who went through what he did," Galadriel answered.

Vallyn again reassured her sister that it wasn't her fault. Galadriel nodded in agreement.

"I don't think I can talk to him...I am afraid," Rayvn said with tears now falling down her cheeks.

"Then I will tell him," Vallyn spoke up.

"He needs to know. He needs to know what father has done to you. I will help you with this sister," She added.

Rayvn smiled and hugged her sister.

"After Vallyn sets things straight, then you will go to him. You need show him that you still love him," Galadriel said.

"It can't all be up to Vallyn" she added.

Galadriel then turned to Vallyn.

"And you need to let Kili know how you feel."

Vallyn looked at her and then looked down.

"I am not even sure of how I feel."

"Yes you are, I see it in your heart that you love Kili." Galadriel answered.

"I know the ache you felt when you left him and then when you thought he might be in danger. I see how you selflessly fought to protect him from the warg riders. That is love, Vallyn," she added

"He loves you too. I see it in his heart. I felt his heartache when you left, and I felt the swell of his heart with happiness when you came back to him," she continued.

"You both must tell the ones you love how you feel, for these times are uncertain and you may not get another chance." Galadriel ended their conversation with a hint of sadness in her voice.

Vallyn just looked at her, unsure of what to do next. Her feet felt cemented to the ground and her head was swimming with a million thoughts.

She heard Galadriel's voice speak up in her head.

"_Do not fear love, vallyn. It is the one thing worth fighting for in this world."_

With that she just smiled and turned back to look over the moonlit valley.


	7. Interesting Conversations

Thorin was the first to leave the dining hall. He wandered back to his room sometime in the middle of the night. His company planned to drink all night but he still felt uneasy about being here in Rivendell. Maybe they had no problem being here and accepting the elves hospitality, but he could not. It didn't feel right. He tried to sleep but he just tossed and turned. Finally he decided he just would not be able to sleep so he got up, dressed and left his room. He wasn't sure where he was headed, but he just wandered until he found himself in the courtyard where they first entered Rivendell.

He found a bench and sat on it, Just looking up into the night, not thinking about anything in particular. He was just enjoying the silence and peace he finally found away from everyone. His peace was soon disturbed, though when he heard someone come up behind him.

"Hello, Thorin."

It was Vallyn.

"Gods, can I just have one moment of peace," he thought.

"What do you need, Vallyn?" He shot back at her in an irritated voice.

Vallyn said she would help her sister Rayvn by talking to Thorin and letting him know what happened between her sister and him wasn't Rayvn's fault. Now that she was here in his presence, though, she suddenly couldn't think of how to approach the subject with him. She was actually very nervous now.

"Just thought maybe we could talk," Vallyn suggested.

"What could we possibly have to talk about?" Thorin sarcastically answered back.

Vallyn suddenly felt a twinge of anger. He still was treating her with no respect. After she had saved their lives. After she came back to help him. She didn't even have to be here. She decided to hold back her anger, for the sake of Rayvn. She remembered the pain he felt caused him to act in a way that maybe he didn't really intend to towards her.

She decided to sit on the bench next to him. He shifted uncomfortably and scooted a little further away from her. She sighed and looked up to the sky.

"Why do you hate me so much?" Vallyn finally blurted out. Disrupting the uncomfortable silence that was being held between them.

Thorin tilted his head slightly towards her and looked at her for a second before letting out what sounded like a disgusted half laugh, half grunt. Still he said nothing.

Vallyn asked the question again. This time a little more forcefully.

"Because your very presence makes my blood boil," Thorin hissed back. He thought if he was mean to her she would just get up and walk away.

"Why?" Vallyn answered calmly.

Thorin was now getting even more irritated. He didn't really want to be mean to her. He just couldn't bear to look at her face. It was too similar to Rayvn's. Though he still didn't make the connection that she could possibly be related. It never even crossed his mind. His thoughts were too focused on the pain she caused.

"You should run along now girl, before you get your feelings hurt," Thorin spat back.

"You mean like how you got yours hurt?" Vallyn answered back, still very calm.

Thorin's eyes snapped up to hers. He seen she wasn't mocking him, she was genuinely curious.

"You know nothing about me, girl."

Thorin stood up and started walking away.

"I know about Rayvn," Vallyn called out.

Thorin stopped dead in his tracks. He turned to her.

"What did you just say?" he asked.

Vallyn, still very calm. Planted her hands on the bench behind her and leaned back. Looking very relaxed. She shrugged her shoulders and said again.

"I said...I know about Rayvn."

She figured if she appeared relaxed he would not take her as mocking him or trying to be spiteful. That she was indeed just there to talk.

Thorin was utterly shocked. He had never told anyone about Rayvn. He was too ashamed of himself. He didn't want anyone to know that he foolishly fell in love and then was cruelly tricked and left broken hearted.

"Who...I never...How do you know about that?" He managed to get out.

Vallyn slowly leaned forward and rested her elbows on her knees and started absent mindedly twiddling her thumbs.

"Because she is my sister, Thorin," She finally said.

It all clicked with Thorin now. Now he knew why her very face angered him. How stupid could he have been not to make that connection sooner, he thought. They look very much alike. Thorin felt his anger rise up in his chest again. He then rushed towards Vallyn until he was right in front of her. His hands clenched into a fist.

Vallyn was a little taken aback when he stormed up to her.

"Then you will know all about how she mercilessly ripped my heart from my chest. How she cruelly tricked me into thinking she loved me. How she cruelly let me fall in love with her just so she could have some sick satisfaction from knowing what she did to me. How she abandoned me and probably went off and laughed about it after," Thorin said through clenched teeth, his voice cracking and shaking like he was on the verge of tears.

"Thorin, she never..."

Thorin interrupted her "She never what?...SHE NEVER WHAT?! SHE NEVER LOVED ME?! I AM WELL AWARE!" He started shouting and was now in Vallyns face.

Vallyn was terrified but she tried to remain calm.

"She never wanted to leave you," she said.

"She loved you...she still loves you," she added.

Thorin let out a mocking laugh, tears now flowing down his cheeks.

"Yeah...She loves me," he said mockingly.

"She does. When she left, Thorin, That wasn't her fault."

"Wasn't her fault..." Thorin said half laughing.

"Will you let me explain, Thorin!" Vallyn shouted angrily.

She calmed herself once again.

"My father found out she was with you. He sent her to do a task and he found out she was stalling on that task to spend time with you. He found out that she fell in love with you and he found her with you and he took her, Thorin. He took her in the night while you slept. She tried to fight leaving you, but if you knew my father, you would know there is no fighting him."

"She loves you, Thorin. She never wanted to leave. She was forced," Vallyn added.

Thorin stood quietly. Trying to process what he had just been told.

"She loves you." Vallyn said again.

Thorin sat down on the bench again and just sat quietly. Vallyn put her hand on his shoulder to comfort him.

"Couldn't she have sent word to me, somehow?" Thorin finally asked.

"Trust me, Thorin. There was no way. My father was practically her shadow for years."

"All these years of not knowing. All these years of thinking she just abandoned me," Thorin said.

"She would never abandon you...Thorin...She is here," Vallyn said softly.

Thorin's eyes shot up to hers

"What!?" He said in shock. His heart was now beating out of his chest. His stomach was doing flips. He felt lightheaded.

"She is here...In Rivendell" Vallyn answered.

"Her and my sister Kaylyn were here when we arrived. I didn't even know until Gandalf and I had our meeting with Lord Elrond."

Thorin didn't even ask what their meeting was about. He just sat quietly, In shock.

"_She was here. His Rayvn was here._" Those words just repeated over and over in his head.

"She would like to speak to you, Thorin. She was too afraid though. I told her I would talk to you first, To see if you even wanted to" Vallyn added.

"I...I don't know" Thorin said quietly. "It has been so long..."

"Well, why don't you think about it tonight and let me know tomorrow?" Vallyn replied.

Thorin only nodded his head. Vallyn stood up and started to walk off when Thorin called out to her

"Vallyn?'

"Yes, Thorin?"

"I...I am sorry...For the way I treated you, I mean."

Vallyn gave him a slight smile "Don't worry about it," She assured.

"Goodnight, Thorin. I will see you tomorrow," She added before walking off.

Thorin nodded and watched Vallyn walk away and then out of sight. When she was gone, He let out a long sigh. He looked up to the stars once again and he felt warm tears start to fall again. He quickly wiped them away. He got up and shook himself off, Trying to get rid of the feeling he was experiencing. He decided he would go back to his room. There was much to think about now.

**XXX**

As soon as Vallyn was out of Thorins sight and halfway to her room. She stopped in the middle of the corridor and she exhaled a long breath, as if she had been holding her breath that entire time talking to him. She found a pillar to lean against and just rested against it, trying to steady her breathing. She had no idea that would be so nerve wracking.

"_If it took this much out of me to tell Thorin that Rayvn still loved him, How hard would it be to tell Kili that I was in love with him?" _she thought.

Vallyn shook the thoughts out of her head. She let out a sigh and pushed herself away from the pillar. She wasn't looking up as she began to walk back towards her room when all of a sudden she walked right into someone. "OOMMPH" The person let out at as she crashed into them. She almost fell backwards when a hand caught her arm and pulled her steady onto her feet.

"Kili!" She exclaimed as she looked up to see who she ran into.

"Vallyn, are you alright?" He asked worriedly.

"Yeah, I'm fine" she replied.

"Are you ok?" She added.

"Yes, yes, I'm fine," Kili answered.

Kili now shifted on his feet and was rubbing the back of his head, unsure of what to do with himself in her presence.

Vallyn noticed how nervous Kili was now.

"_If he only knew how nervous I was_" she thought.

Her stomach was in knots and her heart felt like it would beat out of her chest at any moment. She tried to remain calm though. She didn't want to let on how nervous she was.

"So...What are you doing wandering around this time of night, Kili?" she asked.

"I was just about to ask you the same," he replied.

"I couldn't sleep. I thought I would go for a walk. I ran into Thorin just now actually."

Kili cringed at the thought of what his uncle might have said to Vallyn.

"He didn't say anything hurtful to you did he?" he asked.

"No, No, nothing like that. We actually settled our differences. he actually apologized to me for saying the things he said to me and acting the way he did towards me," Vallyn said with a chuckle.

"What? Really?" Kili asked in astonishment.

His uncle was known for being stubborn and would never think in a million years he would ever apologize.

"Yeah, crazy huh?" Vallyn replied.

"Yeah." was all Kili could think to say.

He shifted on his feet once again. He was being awkward he thought. He couldn't think of anything to say to Vallyn, though. Well he could think of one thing to tell her. That he was madly in love with her and wanted her to have his babies. He didn't realize he had been standing in a daze for a few moments staring at her without blinking.

"Kili?" Vallyn waved her hand in front of his face to snap him out of his daze.

"BABIES!" Kili shouted when he snapped out of it.

"Uh...What?" Vallyn said quite confused.

"Huh? Uh...Nothing...Nevermind...Goodnight!" Kili uttered.

He smacked his palm to his forehead and just walked away from her as fast as he could. He was bright red and the tips of his ears felt like they were on fire, he was blushing so hard.

"Uh...ok. Night, Kili...I guess?" Vallyn called out to him as he practically ran away from her.

"_Wow...Thought I was the nervous one."_ Vallyn thought.

She giggled to herself, thinking of how cute that looked. Although, the "Babies!" comment kind of threw her off. She just shrugged and walked to her room.

Once Kili got back to his room he walked in and closed the door and threw himself on his bed face first. He began banging his head on his pillow while chanting "STUPID, STUPID,STUPID!". Now how could he face Vallyn again? She probably thought he had gone mad when he shouted "Babies!" at her. The thought made him cringe.

"You are such an idiot, Kili" He said aloud to himself.

He laid on his bed for an hour, dwelling on his encounter with Vallyn. He concluded that he was too embarrassed to face her again. He would just try to avoid her tomorrow. Maybe she would forget what he said. He sighed and turned to his side. He drifted off to sleep not long after.

* * *

><p><strong>Hey guys. Just thought I'd end this chapter on a light, funny note since the first part of it was kind of intense. Don't worry, I am getting to the good, saucy stuff next chapter ;)<strong>


	8. New Found Confidence

**I dub this...The sexy chapter! lol. Enjoy!**

* * *

><p>It was mid-morning when Vallyn reached her sister Rayvns room. She slept in kind of late on account of having been up half the night. She knocked and her sister flung the door open.<p>

"Well! what did he say? Thorin hates me doesn't he? I knew it!" Rayvn said all in one breath.

"Good morning to you too, sister" Vallyn said, still kind of sleepy.

"Oh, yes, good morning. SO!? what did he say?" Rayvn demanded.

"He said he would think about talking to you," Vallyn replied.

"That's it!?" Rayvn prodded.

"Yes, Rayvn."

"How did he look?" Rayvn inquired.

"Uh...Like Thorin?" Vallyn said. Unsure of how to answer that.

"No, No, Did he look handsome? Is he still dreamy? Is he..."

"I don't know, Rayvn!" Vallyn cut her off. "I don't look at him in such a manner!"

"Okay, Okay, Fine...Sorry" Rayvn said.

"He looked shocked, though" Vallyn added.

"Well I can only imagine..." Rayvn answered.

"When I left him, It did look like this whole thing would swing in a positive direction, though. It genuinely seemed like he wanted to see you. He is just unsure because it has been so long," Vallyn said.

Rayvn nodded in agreement.

"It's funny, though. I never took Thorin for the insecure type," Vallyn added.

"He has nothing to be insecure about, let me tell you, sister!" Rayvn said with a chuckle.

"Eww, I don't even want to know where this is heading!" Vallyn said with a laugh.

Rayvn just laughed

"So the discussion went well?" She asked.

"Yeah, for the most part. He was very hurt though, Rayvn. He just needs a little time to process everything."

"Well, All I can do is wait until he is ready to see me," Rayvn sighed.

Vallyn nodded in a agreement.

"So, have you seen Kili at all yet?" Rayvn asked.

"Last night."

"OOOHHH, Do tell little sister!" Rayvn said. Raising her eyebrows in an up and down motion.

"Oh stop, It was nothing like that...Get your mind out of the gutter!" Vallyn said laughing.

"Well what is it then?"

"I just ran into him on my way to my room...Literally! He almost knocked me down but caught me before I fell. The whole thing was awkward though. He was nervous, I was nervous, It was a mess...Oh! and he shouted BABIES! at me and turned bright red and practically ran away from me after," Vallyn said.

Rayvn burst into laughter.

"Babies? What? How random!"

"I know! I feel bad for him though. He was extremely embarrassed," Vallyn said with a frown.

"Aww, That is too cute though!" Rayvn added.

"I know! I couldn't help but think of how cute he looked, all bright red and embarrassed," Vallyn replied.

"Well he just got flustered in the presence of such a beauty, sister." Rayvn said with a smile.

"Ha! Yeah right," Vallyn retorted.

"You are beautiful, sister!"

"No I'm not...stop being weird, Rayvn."

Rayvn grabbed her sisters hand and looked her in the eye.

"You are beautiful, Vallyn. Anyone with eyes could see your beauty. Kili is a very lucky man...Smart one too! Us Starfall sisters are a catch!" She said with a laugh.

Vallyn blushed.

"Well, I best head out and meet up with the company" Vallyn said to her sister.

"Alright. I think I am just going to spend the day in my room. I am not sure I want to venture out just yet and risk bumping into Thorin when he isn't ready to see me" Rayvn replied.

Vallyn nodded. "Alright, I will come and check on you later, Sister."

"Oh, and if you see Kaylyn. Tell her where I will be," Rayvn suggested.

Vallyn nodded and got up and walked out of her sisters room, pulling the door closed behind her.

**XXX**

Kili was up bright and early, Though he had only slept a few hours. He needed to talk to Fili. He had to get his brothers advice on what to do about Vallyn.

He made his way to Fili's room and knocked. After a minute Fili sleepily opened the door.

"What brother, It's too early!" He whined to Kili.

Kili pushed his way into his brothers room and shut the door.

"I've really done it this time, Fili."

"What? what have you done now, Kili?" his brother said very aggitated. Fili was not a morning person at all.

"I made myself look like a jackass in front of Vallyn last night!"

"Is that all? and here I thought this was something serious, brother." Fili said while yawning.

"This is serious, fili!" Kili shot back.

"Okay, okay, So what did you do?" Fili asked.

"Where do I begin!? For starters, I couldn't hold a conversation with her, I just stood there awkwardly like a dumb twat. Then I started daydreaming about her and how I wanted her to have my babies, while standing right in front of her. Then when she went to snap me out of it I actually shouted BABIES! at her not realizing I was thinking aloud!" Kili said with disgust for himself in his voice.

Fili burst into laughter.

"Oh, Nice, My own brother is making fun of me now too!" Kili said as he threw himself back onto Fili's bed.

"I'm sorry, I'm sorry, brother," Fili said while trying not to laugh anymore.

"It really doesn't sound like that big of a deal, Kili," Fili added.

"Maybe not to you!" Kili said with a frown.

"Well did she look at you like you were a freak?" Fili asked.

"No, she just looked more confused than anything."

"Well, there you go, brother. She was just confused is all. Wouldn't you be if someone shouted BABIES! at you during a conversation?" Fili said with a laugh.

"I guess so..."

"Look, If I know Vallyn, she probably just shrugged it off and wasn't werided out by it at all. She isn't a bitch, Kili. She is not going to stop liking you because you said one stupid word to her." Fili assured.

"I don't want her to just like me, Fili. I want her to feel the same way that I do."

"Well, you won't know how she feels until you pull your head out of your ass and go find her and talk to her!"

"What if she rejects me?" Kili pouted.

"Oh, will you get the hell out of my room now. You sound like a woman!" Fili said while kicking his brother off of the bed and onto the ground.

"Okay, Fili! No need to get physical!" Kili said with a laugh.

"Out!" Fili pointed to his door.

"Alright, Go back to sleep, princess!" Kili said.

Fili threw a pillow at him as he ducked out of the way and ran out the door.

**XXX**

Vallyn was walking in the corridor back to her room. She forgot to grab something before she went off to find the others. She turned a corner and was about to walk past a door when it flung open and Kili ran out and ran straight into her. Knocking her down this time.

"Fuck! I'm sorry!...Shit, I didn't mean to say fuck...Dammit!" Kili rambled out.

He pulled Vallyn up off the ground.

"You should be sorry! That kind of language isn't proper in front of a lady!" Vallyn said, Trying to sound mad.

"I...Uh...I am so sorry Vallyn. It isn't proper at all. My apologies" Kili replied, With a sad tone in his voice.

_"I messed this up again!"_ he thought.

"Apology accepted...Fucker." Vallyn answered back. This time she couldn't contain her laughter.

Kili's eyes widened.

"It's ok Kili, I was just joking. Do you think I care if you use that kind of language in front of me? I've heard worse, Trust me." Vallyn said reassuringly.

Kili sighed with relief.

"Oh you scared me for a second there. I thought you were really mad!" he said with a laugh.

"If I was going to be mad at anything, don't you think it would be because you knocked me down?" Vallyn joked.

"Well...Technically you crashed into me first, so this kind of makes us even." Kili said with a laugh.

"Yeah, You're right. We have to stop running into each other like this...Get it?" She nudged Kili and laughed.

Kili laughed and just said "Yeah".

He stood there again. His mind went blank.

_"Not this again, Kili. Say something!"_ the voice in his head shouted.

Vallyn could see he was doing his awkward thing again and she decided she would step up.

"Want to walk me back to my room? I forgot something in there and I need to grab it real quick before we meet the others," she said.

"Yeah! of course!" He answered back, sounding way too eager. He wanted to kick himself.

"Great!, Let's go!" Vallyn said.

Vallyn started walking and he was behind her when he passed by Fili's door he heard a giggle coming from behind it.

_"That ass has been listening this whole time!"_ he thought.

**XXX**

They reached Vallyn's room and she told Kili to come in.

"I'll just be a minute." she said.

"That's fine." Kili said and sat down on her bed.

Vallyn walked off into the other room attached to her bedroom. It wasn't her bathroom and closet because that was on the opposite side of her room. Kili thought her room was much nicer than his. His was only a small room with a bed and small bathroom attached to it. He figured the elves gave her a nice room because she was a woman though.

Vallyn came back a few minutes later and sat down beside him.

"Find what you were looking for?" Kili asked, suddenly very nervous that she was sitting right next to him.

"Yes." She said and looked over at him.

He cleared his throat and a shifted a little on the bed.

"So, uh...Do you want to go find the others now?" He asked nervously.

"No." Vallyn answered, Not breaking her gaze from him.

Kili was starting to blush. he could feel the heat rising in his face.

"So...?" was all he could manage to get out.

"So." Vallyn only replied.

She was enjoying seeing him this nervous and watching him blush. When she went to get her necklace from the other room she told herself _"This is it! You have him in your room. You better stop being afraid and go in there and tell him how you feel!"_

When she seen him sitting on her bed, she had a wave of confidence wash over her. She could see from his nervousness that he cared for her. She decided she was going to enjoy this moment of having him in her room, just the two of them.

Kili had his head down, he was nervously playing with a piece of string he found on the blanket on Vallyn's bed.

He felt it was awkwardly quiet but Vallyn just continued to stare at him, seemingly untouched by the awkward feeling he was experiencing. There was a million things he wanted to say to her. Just to break the silence. He mostly just wanted to blurt out that he loved her and wanted to take her right here and now on her bed. His mind raced as he searched for something to say, anything at all.

_"I love you, Vallyn"_ was the only thing repeating over and over in his head though.

Vallyn placed her hand on his leg and it startled him out of his thoughts and he blurted out "I love you, Vallyn!"

Kili's eyes widened in panic when he realized what he had just said out loud without intending to.

_"OH NO! OH GOD! What have you done, Kili!?"_ he thought.

Kili started to mumble out an apology and tried to get up to run away but Vallyn grabbed his hand and pulled him back down on the bed. She put her hand on his cheek and slowly forced his head to turn towards her. She looked into his eyes. They were a dark brown shade and she seen they were full of panic.

"I love you too, Kili." she said softly.

Vallyn slowly leaned in towards Kili until her lips touched his.

He sat still in shock for a moment. Not returning her kiss. He couldn't believe this was happening. It finally registered after a few more moments and he returned her kiss. Vallyn flicked her tongue across his lips. Kili opened his mouth and he was now moving his tongue around hers, taking control of their kiss.

They pulled apart after a few minutes and tried to catch their breath. He had his hands at her sides, holding her tightly and she had one hand on his cheek, trailing it lightly over his stubble and the other resting against his chest. She sat there looking into his eyes for a second. The feeling of her touching him made Kili grow hard.

He Kissed her again. This time more passionately. His hands began to travel over her body. He slipped them under her shirt and began running them across her back. Vallyn suddenly broke their kiss and climbed onto Kili's lap, Straddling him. She looked down into his eyes and he looked back into hers. He couldn't help but think he saw them glow for a second. That couldn't be though, His eyes had to be tricking him.

"I want you Kili" Vallyn spoke in low raspy tone Kili had never heard from her before. That was enough for him. He slowly pulled off Vallyn's shirt over her head. he stared at her bare chest in front of him. He ran his hands up her sides and then over her breasts. Her skin felt so smooth under his rough hands.

Vallyn undid the braid in her hair and let it all fall around her. Kili let out a small grunt. She forgot dwarves have a thing for hair. Her mouth pulled into a small smile. She pulled off Kili's shirt and ran her hands down his chest. She felt his heart pounding against his chest. She pulled his hand up to her chest and let him feel that her heart beating just as hard as his.

He crashed his lips into hers once again. He ran his hands down her back and then he grabbed her ass. He suddenly stood up, taking her with him. He turned around and gently laid her on her back on the bed. He laid on top her of and kissed her passionately, grinding his hardness into her. She moaned into Kili's mouth.

He pulled away from her and was now kneeling between her legs. He pulled off each of her boots and then slowly trailed his hands up her legs until they reached the waist of her pants. He looked up into her eyes.

"Tell me you want me." He said to Vallyn.

Vallyn's breathing was quickening with anticipation.

"Please...Kili...I want you...I need you!" she breathed out.

Kili grabbed the top of her pants and practically ripped them off of her. He leaned in and kissed her again before trailing his kisses down her body, sucking and licking his way down. Vallyn cried out as he ran his tongue down her bare slit. He licked and swirled his tongue around her clit until she felt a heat rising in her core. She ran her fingers through his hair and pulled it as she felt her release building up in her. She arched her back and came screaming around his tongue.

Kili got up and pulled off his pants. He knelt between her legs again and grabbed them and pulled her towards him. She let out a small gasp as he did. He smiled as he leaned down, supporting his weight on his forearms and kissed her. Vallyn slid her hands down his sides and slowly in-between his legs. She gripped his hardness and he let out a moan. She slowly slid his length into her. His girth stretching and filling her completely. He stilled for a moment when he was fully inside her, letting her adjust to him. When she was ready she began rocking her hips and grinding underneath him. He let out a small moan as she began her movement.

He began to thrust into her, slowly at first but began picking up speed over time. She met his thrusts each time he pounded into her. His intensity picked up after awhile, his thrusts more hard and more deep. Vallyn had to bite her bottom lip in order to keep from screaming from the pleasure Kili was giving her.

She felt the heat rising to her core once again and she tightened around Kili. He let out a loud moan at the feeling. He pounded into her harder and harder. He was grunting with each thrust and she was moaning and panting beneath him. Vallyn couldn't hold back anymore. She let out a scream and she arched her back and dug her nails into his back as she clenched around him as she found her release. He thrust into her a few more times and let out a low growl as he stilled and released his seed into her.

He collapsed on top of her. He buried his head into the crook of her neck and they both lay there, trying to steady their breathing.

He kissed her before he slowly pulled himself out of her. She let out a small gasp as he slid out of her, the full feeling of him no longer in her. He laid at her side and smiled.

She turned to face him and smiled.

"Well, at least you got over your nervousness!" She joked.

He let out a small laugh and grabbed her hand and brought it up to his lips and kissed it.

He stared at her for a moment.

"You are beautiful, Vallyn."

She just smiled and blushed.

"I love you." he said.

"I love you too, Kili."

* * *

><p><strong>Boom goes the dynamite! <strong>

**It's about time Vallyn and Kili got down to business! lol. Hope you enjoyed this chapter!**


	9. Show Them What Were Made Of!

Thorin was stalling on leaving his room to meet with the group. He barely slept at all since his talk with Vallyn earlier in the night. He was afraid he would run into Rayvn if he left his room and he still wasn't sure how to feel about everything Vallyn had told him. He thought maybe Vallyn could have been lying just to cover for her sister. He thought maybe they concocted that whole story because Rayvn found out Thorin was in Rivendell. He thought maybe they just came up with it to save face in front of him.

He knew that wasn't true. Though he thought badly about Vallyn before, he knew she wasn't a liar. That's why he had been so accepting of her story in the first place. He knew deep down he could trust Vallyn. He was just too stubborn before to even give her a chance. He was glad he finally apologized to her though. He felt a weight lift from him. He didn't want to treat her badly, His emotions just got the better of him when he was around her. He did have a lot of guilt, but he was far to proud to apologize before.

Finally around mid-morning he realized he could no longer put off meeting the others. He took a deep breath and headed out of his room. He made his way back to the courtyard and found most of the group there already. All except Vallyn and Kili.

"Where is Vallyn and Kili?" he asked.

Fili covered for his brother by saying "Kili will be with us in a bit, He slept in late. I don't know where Vallyn is, though."

Thorin was irritated but just nodded.

Fili couldn't help but notice his uncle seemed a bit on edge. More so than usual, anyway. He just thought that it was because he had to be here in Rivendell, for the sake of Gandalf. He just shrugged it off and thought nothing more of it.

Bofur grumbled out "Can we eat now? I'm starving!"

Thorin Nodded and they all made their way to the dining hall. When they got there, they seen the elves had already had their breakfast ready and waiting for them. Thorin tried to eat but his stomach was nervous and upset. He just pushed his plate away and sat and watched the others eat. No one noticed Thorin wasn't eating, they were all busy stuffing their mouths.

Gandalf joined the group shortly after they arrived in the dining hall. Thorin got up and made his was over to a table, away from the group. Gandalf joined him and Thorin wasted no time in pressing him with questions.

"So how long will we be here in Rivendell, Gandalf?" Thorin asked.

"For a few more days at least." Gandalf replied.

Thorin mumbled under his breath in irritation and stayed quiet for a moment.

"May I ask what your meeting with Lord Elrond was about last night?" he asked finally.

"Just a visit between old friends." Gandalf replied.

"Then why did you need Vallyn?" Thorin asked suspicioisly.

"I wanted to introduce her to Lord Elrond is all," Gandalf said.

"Then why not take us all? The company has never met him either. Don't you think it proper to have us all attend this meeting?" Thorin asked, knowing Gandalf was keeping something from him.

"You are far to suspicious for your own good, Thorin Oakenshield. Nothing sinister is going on here. We will all have a meeting with him soon enough, Then we can see about that map of yours. Lord Elrond may be the last person on middle earth who can read it." Gandalf said reassuringly.

Thorin just let out an irritated grunt. He then brought up the fact that Vallyn's sisters were in Rivendell.

"So I hear Vallyn's sister are here in Rivendell?"

"Indeed. They arrived two days ago. Vallyn had no idea," Gandalf answered.

"I see." was all Thorin answered back with.

Gandalf knew it was now or never to inform Thorin that Vallyn's sisters would now be joining the quest with them.

"I told them they could accompany us on the remainder of the quest," He said in a firm voice.

"WHAT!? Thorin shouted out.

Everyone stopped their chattering and turned to look at Thorin.

"WHAT DO YOU MEAN THEY WILL BE JOINING US!?" He continued shouting at Gandalf.

Fili got up and walked towards his uncle.

"Everything ok, Uncle?" he asked warily.

"Everything is fine, Fili." Gandalf answered.

"EVERYTHING IS NOT FINE!" Thorin shouted back at him.

"What is the trouble, Uncle?" Fili was now concerned with the whole situation.

"This..._WIZARD_...thinks that he can just invite Vallyn's sisters along on our quest" Thorin spat out.

"SISTERS!?" the whole group replied in unison, and were all now facing towards them.

"I didn't even know she had sisters!" Fili replied with surprise.

"Indeed, she does." Gandalf answered.

"She has two. Kaylyn and Rayvn," he added.

Thorin felt his body tingle at the mention of Rayvn's name. He desperately wanted to see her. His heart ached for her but his mind was screaming _"You're not ready to see her yet_!" He was completely torn. He was just as surprised to hear that they had another sister, though. Rayvn or Vallyn never mentioned they had sisters at all. Now there were three of them to deal with.

"This really isn't a quest for women..." Gloin offered, sensing Thorin's disapproval.

"That's what you all thought about Vallyn, remember? and look! she's saved our skins more than once!" Bofur chimed in.

He was quite excited to have her sisters join them. Especially if they looked anything like Vallyn, he thought.

"Yeah, If they are anything like Vallyn then they will be more than useful!" Fili suggested.

"They will not be useful and they are not joining us!" Thorin shot back.

"It has already been decided, Thorin." Gandalf answered nonchalantly.

"Since when do you go over my head and decide what is good for me and my kin's quest?" Thorin demanded, looking at Gandalf.

"Thorin, I am not your enemy here. I have the best intentions for you and your kin." He answered.

Thorin stayed quiet. Fili was looking back and forth between the two, waiting for one of them to say something. The group also looked on, interested in what Thorin would say.

Thorin finally looked up at Gandalf after a few moments, then over at his company who were all staring at him. He knew he couldn't argue with the wizard. He knew Gandalf would never do anything to jeopordize this quest. He knew Gandalf did everything only to help. This quest wasn't even his, he didn't have to be here, but here he was. Just like Vallyn, She didn't have to be here either, yet here she was. She had come back after Thorin sent her away, she had saved them all more than once. Knowing he had no arguement, Thorin got up slowly and just walked out of the dining hall without saying a word.

**XXX**

Vallyn and Kili laid in her bed. Neither of them wanting to get up. Neither of them wanting this moment to end. They knew that if they didn't get up soon though, Thorin himself would be tearing Rivendell apart looking for them.

"We should get up and find the others, soon." Vallyn finally spoke up.

Kili let out a small whine. He didn't want to move. He finally had her and wasn't ready to let her go. He knew he would have to keep his distance from her in Thorin's presence. His uncle probably knew he liked her but he had no idea that he was in love with her. He wouldn't approve of him being with Vallyn because she wasn't a dwarf woman.

"I don't want to!" He finally answered in a pouting tone.

Vallyn just laughed.

"Your uncle is probably having a fit, wondering where you are." she replied.

Vallyn was curled up next to him, playing with the braid in his hair. Had it been any other woman, Kili would have put a stop to it. The dwarven braids were nothing to be taken lightly. Each braid represented a significant event in their lives and to touch them, uninvited, was a total show of disrespect. Though usually only married couples did this sort of thing, Kili couldn't help but like the feeling of her fingers in his hair. It made his heart swell with joy and love, that the woman he loved was doing something his kind deemed so intimate.

They laid there for a few more moments without speaking, enjoying the closeness they were experiencing. Vallyn stopped playing with his hair finally and sighed.

"Well, time to get dressed, Kili. I am afraid we can't put this off any longer." she said and started to get up.

Kili grabbed her arm and pulled her back down and kissed her. She returned his kiss and then pulled away from him, starting to get back up. He grabbed her again and pulled her back down, laughing as he did.

"Seriously, Kili, we need to get up and get dressed!" She said with a laugh.

Kili let out a grumble and said "Okay, fine!" with a sigh.

They dressed themselves quickly and Vallyn rebraided her hair again, which she didn't fail to notice Kili watching her the whole time doing it. She just smiled slightly to herself.

Vallyn was sure Thorin noticed their absence by now. She opened the door to walk out but Kili grabbed her arm and pulled her to him and gave her another long and passionate kiss. After a few moments they pulled away, still holding each other in an embrace.

Kili looked her in the eyes and said "I love you, Vallyn."

Vallyn gently pushed his hair behind his ear and smiled, which sent a shiver down Kili's spine. She stared back into his eyes.

"I love you too, Kili."

She gave him another small kiss and then opened the door and went out, Kili trailing behind her with a smile plastered across his face.

**XXX**

Fili sat and finished his breakfast a few minutes after his uncle walked out of the dining hall. He knew it wasn't wise to go after him. He decided it was best to just let his uncle cool off for a bit. He cleared his plate and just sat there waiting for the others to finish and go over what they would do for the day.

Fili looked around the room, not searching for anything in particular. Just passing time until everyone was ready to head out. His eyes shot towards the entrance of the dining hall when he seen someone enter out of the corner of his eye.

Fili's mouth dropped open when he seen a small woman with long auburn hair, the same length as Vallyn's, walk towards them. She was the most beautiful woman he had ever seen. She looked similar to Vallyn but he noticed they had slight differences. This woman was slightly taller than Vallyn but not by much and she looked a bit older.

Bofur noticed Fili staring off in the direction of the doorway with his mouth hanging open and a stunned expression on his face. He turned and seen who Fili was staring at. He noticed right away that the woman was Vallyn's sister, they looked incredibly similar. He gave her a warm smile as she approached the group and he noticed Fili was still staring, with his mouth hanging open like a jackass. He quickly pushed Fili's mouth closed and that startled Fili into snapping out of it. Fili looked a bit emarrassed but Bofur only let out a chuckle.

"Hello there, Lass!" Bofur greeted her when she finally reached the group.

The others joined in on the greeting. When Bofur noticed Fili still sat silently, staring at the woman. He elbowed him in the side.

"Ahem, right, hello." Fili managed to get out.

Kaylyn just giggled.

"Hello, everyone. Mind if I join you for breakfast?" she asked.

"Not at all!" Bofur happily replied.

He pushed Fili to the side and made room for Kaylyn between them.

"I'm Kaylyn by the way" she said to the group.

"Aye, you're Vallyn's sister aren't ya?" Bofur asked.

"Indeed I am." she answered with a smile.

They all took turns introducing themselves to her. When it got to Fili's turn to introduce himself, His words seemed to catch in the back of his throat. His mind went blank. All he could get out was a "Uhhh...I'm...Uhhh".

Bofur looked at him and raised an eyebrow. "You're Fili?" he said to him as if reminding him what his name was.

"Yes!, I'm Fili!" he uttered out with way too much excitement at finally remembering his name.

_"Ughhh, Idiot! I could kick myself right now!"_ He thought. Now he knew how Kili felt finally.

Kaylyn just laughed and held out her hand so he could shake it. He grabbed it and looked up at her.

"Nice to meet you, Fili!" She said with a smile.

He noticed that she too, had the same intense green eyes as Vallyn. He pulled his gaze away quickly. He didn't want her to think he was staring...even though he was.

She ate silently as she listened to the group talk and tell stories. She offered a laugh here and there but never interrupted. When she was all done, the group had decided that they would go out into the courtyard to train and wait for Thorin to join them again. They asked if she would like to join them. She happily agreed.

They made their way out to the courtyard and were prepping their weapons and the such. Fili noticed she carried a weapon similar to Vallyn's axe. He wondered if she was anything like her sister while using it. He wondered a lot of things about her now.

The group began their training and not long into it, Vallyn and Kili walked up. Kili walked straight to his brother and Vallyn straight to her sister to avoid any questions. No one seemed to notice or care though, they just kept up with their training. Which Vallyn and Kili very much appreciated.

As the day wore on the group was still at it. They each took turns training with each other and Kili practiced shooting targets with his bow. Though, not one of them offered to practice with Vallyn or Kaylyn. The sisters both began to grow irritated. Finally they just walked over to a small area off to the side of the group, but still in view of them.

"We can just practice our weapons with each other, sister." Kaylyn said with a smile.

Vallyn smiled back and nodded. She readied her axe and Kaylyn readied hers. They circled around each other for a moment, never breaking eye contact. Vallyn had a smile on her face, She missed this with her sisters. Just then Kaylyn raised her axe and rushed foward. She brought it down on Vallyn and was met with a clang of metal as Vallyn easily blocked it. Kaylyn spun and swung her axe at her sisters side and was again met with the clang of metal. Kaylyn jabbed her elbow back towards her sisters face but Vallyn blocked the blow. Kaylyn then turned and tried to kick her sister. vallyn caught her foot in mid-air. She snatched her foot away and began throwing punches at her sister only to have her block every one.

The group silently watched the sisters as they sparred with each other. All of them in shock. They never seen women be able to move or fight like that. Dwalin was the first to walk over to them and ask to spar with Vallyn. He wanted to test her. To see if she could defend herself against him and not just her sister. Kili started to step foward to stop him but Fili put his arm out in front of him to stop him.

"Just wait brother, Let's see what she can do. Dwalin won't hurt her." He assured his brother.

Kili was mad but stood back.

Dwalin smiled and said "Ready, Miss?"

Vallyn smiled and nodded. In an instant he charged for her. Swinging his axe only to have her easily block it. As he held his axe against hers he swung his fist around to hit her. She leaned back and dodged it. She swung her fist back as fast as lightning and hit Dwalin squarely in the jaw. It dazed him for a second and his ears rung. He quickly shook it off and charged again. Swinging his axe to her side and she blocked again and kicked him in his gut. He let out an "OOMMPH" and bent foward slightly to catch his breath.

Dwalin caught his breath and steadied his footing. He charged again. "CLANG, CLANG, CLANG" rang out as he swung his axe at her as fast as he could. She blocked each blow. She turned her axe to its back, blunt side, and swept it low at the back of his leg. The motion hooked the back of his right leg and swept him completely off his feet and he landed flat on his back. Vallyn stood back as Dwalin lay on the ground. She was afraid maybe she had crossed the line. All of a sudden, She heard Dwalin burst into laughter. She felt relief and laughed with him too. She offered her hand to him to help him up which he gladly took. When he was on his feet he patted Vallyn on the back lightly.

"Good fighting, Lass!" he said to her with a chuckle.

"You too!" she replied with a smile.

Vallyn looked over at Kili and He was staring daggers at Dwalin. Dwalin didn't take notice though and just continued laughing. Pretty soon the whole group was laughing and patting Vallyn and Kaylyn on the back.

"Great fighting!" they said to the two sisters. Vallyn and Kaylyn just smiled and shrugged them off.

Kili noticed Fili staring at Kaylyn, seemingly in a daydream.

Fili felt his brothers eyes on him and snapped out of it. He looked over to Kili who had a wide grin on his face while looking at him, then at Kaylyn, then back to him while raising his eyebrows at his brother in an up and down motion. Fili only flipped his brother the bird and repeated Kili's actions but only looking at Vallyn and then Kili this time. Kili only smiled and winked. Fili looked surprised and mouthed the words "No Way!" to his brother in disbelief. Kili shrugged and let out a little laugh.

The two brothers just had an entire conversation without even speaking to each other. Kili couldn't help but wonder if vallyn was the same way with her sisters. The thought brought a smile to his face. He looked over at Vallyn and noticed she was looking at him. He winked at her and she smiled back. A warm feeling washed over him and it made him feel happy. Nothing was going to ruin this day, he thought.

* * *

><p><strong>Looks like Fili just may get a little love story of his own ;) Pleast let me know if you are liking this story so far or not. Hope you enjoyed this chapter!<strong>


	10. The Need To Flee

Thorin walked aimlessly all day and into the evening around Rivendell after leaving the dining hall. He didn't intend to be away from the group for so long but his thoughts held him prisoner. He replayed everything Gandalf said over and over in his head. Vallyn's sisters would be joining them on the quest. He had no idea what to do about the situation. On one hand, he was happy Gandalf was doing everything in his power to help him reclaim Erebor, He was a true friend. Then on the other, he was terrified to see Rayvn. He would never forgive himself if he allowed himself to completely give his heart to her again and then something happened. Be it, her getting hurt...or killed. What if their father came and took her from him again? So many factors and "what if's" went through his head. He sighed and began considering what to do.

He was so deep in thought he hadn't realized he had made his way to a balcony overlooking a waterfall. He just stood there in the moonlight and gazed into the valley, his thoughts consuming him. He didn't know how long he had been standing there, when a voice started speaking in his head.

"Thorin Oakenshield" the female voice said in a calm tone.

Thorin spun around and found a beautiful, tall elven woman with golden hair standing behind him. She smiled warmly at him.

"I am Lady Galadriel." She said in his head again while smiling at him.

Thorin shook his head in disbelief.

"How are you doing that?" he demanded.

Galadriel finally opened her mouth to speak to him.

"Do not be afraid, Master Dwarf," she replied.

Thorin settled himself and nodded. It was hard not to be calm in her presence. He found it a little eerie, actually.

"How do you know my name?" he finally asked.

"I know many things about you." she answered.

Thorin didn't like when people were vague with him. He decided not to press her further, though.

"Something troubles you." Galadriel said to him.

"Yes." was all he answered back.

Galadriel held out her hand to him and he reluctantly took it. She led him to a small bench and sat down, motioning for him to sit next to her. He sat and just remained quiet.

"Your heart is heavy with fear...and doubt." she said.

Thorin turned to look her in the eyes. He searched them for answeres. How did she know what he was thinking?...what he was feeling? She only smiled at him and continued speaking.

"Your mind is fighting for dominance over your heart, though, your mind has already decided a plan that does not include what your heart wants," She said.

Thorin nodded and looked down to the ground. She was right. He had decided that just leaving Rivendell without the three sisters was the best plan for him. He tried to tell himself he wasn't being a coward and that it was for the best, but he knew that wasn't true. He felt ashamed. He thought he would be able to hide it well though, like he always had. He was wrong. Lady Galadriel could see right through him.

"I already know I cannot persuade your plan differently. Your mind is made up. I will say you are making a mistake, Thorin Oakenshield," she said with a sad tone in her voice.

He didn't respond. He only hung his head and continued to look at the ground.

Galadriel slowly stood up and held her hand out to him once again. He looked up at her finally and took it and stood up with her. She looked at him for a few moments before speaking.

"Running away will not solve your problems, Thorin. You will find your problems will always find you and force you to deal with them...and what you think is a problem may just turn out to be your savior." She spoke with a knowing that Thorin could not even begin to comprehend.

Just then Lord Elrond joined them on the balcony.

Galadriel let go of Thorin's hand and smiled at him "I wish you all the luck in the world, Thorin Oakenshield." she spoke in his head again.

Thorin looked at her and then at Elrond. Elrond greeted him and Thorin looked back to Galadriel but she had vanished. He spun around looking for her but did not find her.

Elrond let out a small laugh and said "She does that a lot, Don't worry."

Thorin returned his attention to Elrond.

"Sorry we haven't had a chance to speak in private yet." Elrond said.

"It is quite alright, I know you must be busy and we did show up unannounced. I apologize for that," Thorin replied.

"Nonsense, You are most welcome in my kingdom. You do not need an invitation." Elrond answered.

Thorin was a little taken aback. Here was an elf, who his grandfather had fueded with, welcoming him into his home. He did not expect such warm treatment.

"I did not know I would be so welcomed." Thorin added with a hint of sarcasm. He was fiercely loyal to his grandfather.

"Thorin, your grandfather and I had our differences..." Elrond began saying.

Thorin cut him off before he could finish and said "Differences..." With much more sarcasm than before.

"I do not think _differences_ is the word you should be using, Lord Elrond."

Elrond sighed.

"Thorin, when your grandfather sent out the word that Erebor needed aid, It reached my cousin Thranduil first. He refused to help and sent word back that he would recieve no aid from the elves. Your grandfather took that as he would receive no aid from any elves. Once word finally reached me it was too late. I did come to help, Thorin. Your grandfather turned me away. Thranduil's refusal had turned him bitter against all elves and with his pride, he refused my aid."

Thorin was stunned. How many more revelations and surprises would he recieve in this place? he felt his head would explode if he were to recieve anymore.

Elrond gave Thorin a moment to collect his thoughts. He finally spoke up.

"I understand you have a map in your posession you require assistance with reading?"

Thorin had forgotten all about the map. The most important thing! He had been hit with so much information in his short stay in Rivendell that it had completely slipped his mind.

"Yes, I do." was all he said.

"Well if you would like, I would be more than happy to read it." Elrond offered.

Thorin pulled the map out of his pocket and handed it over to Elrond.

Elrond unfolded it and held it up to the light to get a better look at it. He spoke some ancient dwarvish words that Thorin did not understand.

"So you can read it?" Thorin asked.

"Indeed, it says that the hidden text on it can only be read by the light of the moon that is the same shape and season as the day on which it was written." Elrond replied.

"Luck is with you, Thorin Oakenshield. That very same moon is in the sky tonight," he added.

Elrond set the map on an altar that appeared to be made out of pure crystal. The moonlight shone down upon it and the hidden text slowly appeared.

Elrond began to read aloud what it said.

"Stand by the grey stone when the thrush knocks, and the setting sun with the last light of Durin's day will shine upon the keyhole."

Thorin pondered the meaning for a moment.

"Durin's day, when the last moon of autumn and the first sun of winter appear in the sky together. it will soon be upon us, summer is passing quickly. I will need to be in exactly the right place at exactly the right time to find the keyhole." Thorin finally answered.

Elrond nodded.

"I thank you, Lord Elrond. I am in your debt." Thorin offered.

"Consider this a gift, Thorin Oakenshield. A way to right the wrong my kind has done to your people." Elrond replied.

"When we reclaim Erebor. I will make sure my people know that you are not our foe. I will make sure that they know that I call you my friend," Thorin said.

Elrond smiled and nodded.

Thorin begged his pardon and said goodnight. As he started to walk away.

Elrond knew Thorin was going to leave. No one would be bold enough to leave the safety of Rivendell at night, though. He figured he would tell Gandalf in the morning about Thorin's plans to leave. That way Gandalf could catch up to him and talk some sense into him.

"Don't you mean, goodbye instead of goodnight?" he questioned.

Thorin was no longer surprised that the elves could read into his thoughts. He just nodded and tried to give a slight smile. Though he was full of sorrow. Elrond didn't press him further.

He just said."Until we meet again, Thorin Oakenshield." and turned to look out over the valley.

Thorin stood there for a moment, giving him one last glance before turning and heading back towards his room.

**XXX**

Thorin ran into Balin on his way back to his room. He decided he would tell Balin about his plans to leave that night. He knew Balin would be upset, Especially since he planned on leaving Gandalf behind as well. He knew Gandalf would never leave without the sisters, so he just decided he would leave him behind. It wasn't an easy decision by any means. It was necessary, though. He knew Balin would back him up even if he didn't agree with him.

"Balin, I have decided we will leave Rivendell tonight," he said.

"Tonight!? Why so sudden, Thorin?" Balin asked in shock.

"I will tell you this right now, so you can get your anger out of your system before I tell the others, because I will need you to back me up when I tell them."

Thorin paused for a moment and let out a sigh befor finally saying.

"I have decided to leave Rivendell tonight...without Gandalf or Vallyn and her sisters."

Balin's jaw dropped.

He shook his head "But why, Thorin? We need Gandalf!" He added his next words in a quiet tone "We need Vallyn too."

"We do not need Vallyn or her sisters. I admit, I do not like the idea of leaving Gandalf behind but I know he will not leave without the sisters." Thorin answered.

"May I even ask why we are not talking the sisters?" Balin carefully inquired.

"No you may not, Just know that I have my reasons. I have thought long and hard on this and this is what I have decided." Thorin said in a firm voice.

Balin hung his head. He couldn't hide the fact that he disapproved of Thorin's decision. he couldn't hide the fact that he was sad at the thought that they were leaving Gandalf and Vallyn behind. He had grown to genuinely like Vallyn. He called her his friend now...but Thorin was his king. Balin would never defy his king, even if he didn't agree with him.

"I need you to gather the others, Tell them to pack their belongings and meet me in my room," Thorin said.

Balin nodded, he wouldn't look Thorin in his eyes now.

"Remember, I need you to back me up, Balin. The others will not be happy about this," Thorin added.

"especially, Kili..." Balin replied.

Thorin raised an eyebrow and said "Oh?"

"He has taken quite a liking to Vallyn. It will not go over well with him." Balin answered.

"He will get over it. Better to leave now before his feelings grow deeper," Thorin said.

Balin didn't tell Thorin what the rest of the group had figured out already. That kili was in love with Vallyn and she was in love with him as well. He knew that they spent the morning together. He knew that their feelings were already very deep, indeed.

Balin just nodded and walked away. Not saying another word to Thorin. He knew there would be no point. Thorin's mind was made up and once it was, there was no changing it.

**XXX**

Balin gathered the group and they all met in Thorin's room like he asked. Bofur was the first to ask what was going on.

"I have decided we will leave Rivendell tonight." Thorin replied.

"WHAT!? WHY!?" they all shouted in unison.

Thorin looked at Balin and nodded, signaling that he was about to tell them and be ready to back him up.

"We will be leaving without Gandalf and Vallyn and her sisters, as well." Thorin said in a firm voice.

Kili's eyes widened. He threw down his belongings and stormed over to his uncle. He got right in Thorin's face and shouted.

"WHY!? WHY ARE YOU LEAVING THEM!?"

Balin had warned Thorin that Kili would be the one to object and he was prepared for it...Or so he thought.

"I have my reasons, nephew. Everything I do is for the good of my kin, for this company..."

Kili cut him off before he could finish.

"That is a lie and you know it! You only do what is good for Thorin. If you were taking us into consideration, you would know that we need them!" Kili shouted.

Thorin thought he could defuse the situation by saying.

"I know you have taken a liking to Vallyn. You will thank me later for this, nephew. Trust me."

Kili felt rage boil up into his throat. His vision went blank and his hands clenched into fists. He couldn't control what he did next. He cocked his arm back and swung it forward, with all his might into Thorin's jaw.

Thorin flew backward and Balin caught him before he hit the ground. He seen the others made no move to contain Kili or to even offer him their help. They all just stood there, quiet.

Balin steadied Thorin back onto his feet. Thorin made no move to hit Kili back or even reprimand him in any way. He just stood there, staring at the group. Balin decided he better say something now.

"Look lads, I know this doesn't seem right. I know you have doubts...but Thorin is our king" Balin paused for a few moments before he continued. "And I for one will follow him to the ends of middle earth if he would ask me."

Balin placed his hand on Kili's shoulder to try to comfort him but Kili angrily pulled away. Balin just nodded at him and sighed. He knew he was beyond comfort...and he couldn't blame him.

Thorin finally spoke. Though his tone seemed much more wary now.

"So...Will you follow me...?" He asked. Not making eye contact with Kili.

No one spoke at first. They all just remained quiet. Dwalin was the first to answer, though he answered in a very saddened tone.

"Aye...I will follow you..." he answered.

One by one the dwarves said that they too would follow him. All except Fili and Kili.

The group turned to look at Bilbo. He was deeply saddened. Vallyn had become his dear friend. She was the one that convinced him to come on this journey. He felt like he was betraying her, but he answered.

"Yes...I will follow" he hung his head low with regret.

Everyone turned back to Fili and Kili.

Fili stared at his brother for a few moments. He felt a pain in his heart for his brother. He could see Kili's heartbreaking right in front of his eyes...But he felt powerless to do anything about it. He sighed and finally answered.

"Aye...I will follow..." He intentionally didn't say that he would follow his uncle. He meant he would follow the others. He was loyal to his brother and wanted to show him felt his pain.

Kili's eyes shot straight to Fili. He seen his brother was in a bind. He knew how loyal he was to the others. He also seen he was on his side. Kili would never dream on parting from Fili...even though every ounce of his being was screaming to stay with Vallyn. He knew he couldn't do that to his brother.

"I will follow...Fili," Kili said while turning his gaze onto Thorin. making sure his uncle knew that he did this only for his brother.

Thorin hung his head.

"It is settled then...We leave now." He said in a tone indicating he felt asahmed.

He walked out the door and the others slowly followed behind him. Every last one of them hung their heads in sadness. Not one of them said a word to each other as they made their way up a path and out of the kingdom of Rivendell.

Kili stopped and looked back just before it was completely out of sight. He stood there a moment not saying anything. He felt a lump in his throat and tears started welling up in his eyes. Fili walked back to him and put his hand on his brothers shoulder.

"Come on, Kili." He finally said. He took his hand away from his shoulder and slowly made his way back towards the others.

Kili wiped his tears away and whispered.

"Goodbye, Vallyn...My love." and turned and walked towards Fili.

* * *

><p><strong>So much conflict in this chapter! Can't be all sunshine and rainbows! Hope you enjoyed this chapter!<strong>


	11. Riddles

Vallyn awoke early in the morning. She thought she would get up early and spend the day with both her sisters. She hadn't got a chance to spend any real time with them since arriving in Rivendell. She bathed and got dressed and made her way to Rayvn's room. When she arrived, Kaylyn was already there.

"Good morining sisters," Vallyn said.

"Hey, Sis!" They said in unison.

"Sleep well?" Vallyn asked.

Kaylyn nodded but Rayvn hadn't slept well since Thorin's arrival here. She tossed and turned all night, thinking about him. She wanted to see him so badly but she knew he wasn't ready yet and she would not force him.

"I haven't slept well since your company arrived here..." Rayvn said to vallyn with some hesitance.

Vallyn gave her sister a frown and apologized.

"It's ok, It's not your fault. I mean, you had no idea that Thorin was my long lost love!" Rayvn said to Vallyn with a hint of humor, To try and lighten the situation. She didn't want to put a damper on the day. She wanted her and her sisters to have fun. It had been so long since her and Kaylyn had seen Vallyn.

"So what are we going to do today?" asked Kaylyn. She had sprawled herself on Rayvn's bed and was staring at the ceiling. She was already bored and she wanted to hurry and get the day started.

"I don't know. Maybe we can go and explore Rivendell today?" Rayvn suggested.

"Aren't you afraid of running into Thorin?" Kaylyn asked Rayvn.

"I doubt we will. He has yet to meet with Lord Elrond and I'm sure he will seek him out today. He has to have that map read and Lord Elrond is the only one who can read it. We have a high chance of running into the others before we run into Thorin." Vallyn told her sisters.

Kaylyn and Rayvn both nodded.

"I wouldn't mind running into Fili today," Kaylyn said with a wide grin on her face.

Vallyn rolled her eyes, though she was actually quite amused. Out of all the sisters, Kaylyn was the most outspoken. She didn't care who knew how she felt and always made her feelings known. She knew if her sister had her sights set on Fili then she would most definitely go for him.

_"F__ili better watch out!"_ she thought to herself and couldn't help but grin.

"Poor Fili!" Rayvn said with a laugh.

Kaylyn laughed threw a pillow at her sister.

"Well, let's get going" Vallyn said.

They all made their way out the door. They decided they would go to the dining hall first to grab a quick breakfast. When they got there, The dining hall was empty. Vallyn thought nothing of it though. It was still pretty early and she figured the guys stayed up late drinking again. She figured they were still sleeping off the festivities of the night.

They finished their breakfast and left the dining hall. They wandered aimlessly through Rivendell. Stopping to look at different things they found interesting. They were having fun and enjoying each others company.

They wandered all day. They skipped lunch and explored straight into the late afternoon. Vallyn thought it was kind of weird that they hadn't run into anyone yet though.

The sisters made their way back to the dining hall and figured they would have an early dinner since they skipped lunch. They went and sat down and the elves brought them some food. They were almost done with their meal when Elrond came into the dining hall and walked quickly towards them.

"Vallyn!" Lord Elrond's voice called out.

She turned to face him and offered him a greeting.

"I have been looking for you all day!" Elrond said with worry in his voice.

"What is wrong?" She said picking up on his tone.

"Thorin and the others left last night," He said.

"What!?" the three sisters said at the same time.

"I had no idea he would leave right away last night when I spoke to him. I thought he would wait until the morning and I would have time to warn you. I found out this morning that he left in the night and I tried to find you and Gandalf but, I couldn't find either of you." He answered with great regret in his voice.

"He left because of me, didn't he?" Rayvn said with sadness in her voice.

Vallyn could tell she was on the verge of tears.

Elrond looked at Rayvn and then down at the ground. He didn't want to say it to her face. His silence was more than enough to answer her question, though.

Just then Gandalf strode into the dining hall. He greeted everyone, cheerfully. When no one answered him and immidiately sensed something was wrong.

"What? what is wrong?" he rushed towards them now.

"Thorin left in the night!" Kaylyn answered.

"WHAT!?" Gandalf bellowed.

Vallyn shook her head. She was angry now.

_"How could he do this!? He is such a coward!"_ she thought.

Just then they heard a familiar voice interrupt their conversation.

"They will be to The Misty Mountains by nightfall. They will take the path in the mountains. Thorin does not know the danger he is leading them all into." Galadriel spoke as she made her way over to the group.

"The Misty Mountains!?" Vallyn shouted.

"That is Goblin territory!" she added.

Galadriel nodded and had concern in her eyes.

"I can give you some horses and you may get to them in time if you ride fast." Elrond offered.

Gandalf nodded in agreement.

"You three get your belongings and meet me at the stables. If we ride fast, there may be a chance to head them off" Gandalf tried to sound reassuring but he knew they wouldn't reach them before they reached the mountain path.

When they got to the stables they were met by Lord Elrond again. He offered them some of Rivendells fastest horses. They all got on and started towards the gate. Elrond called out to them as the left.

"Ride like the wind! I pray you get to them in time!"

Vallyn and Gandalf nodded and said goodbye. With that they took off as fast as the horses would carry them.

**XXX**

As night fell, the company reached the mountain pass and started to make their way up it. It started to rain heavily and the thunder and lightning made it more difficult to traverse it.

They were half way up the mountain when they noticed a large boulder shoot across the sky and crash into the mountain above them. They tried to take cover as it hit and broke into a million pieces and fell all around them. Bofur noticed in the distance, something large and moving towards them.

"Look!" he shouted as the giant figure came towards them out of the fog.

"A stone giant! This is no thunder storm! This is a thunder battle!" Balin shouted.

Just then two more giants appeared out of the fog. They tore pieces of the mountain away and were throwing it at each other. One giant swung and punched the head of the other giant and knocked it off. The head flew toward the group and crashed into the side of the mountain. Just then the ground began to shake and crack beneath them.

The mountain split apart and sperated half of the group from the other. They looked up and realized they were on the legs of a stone giant. One half of the group was on one leg and the other half was on the other leg. They tried to hang on for dear life as the giant began to get up and join the fight.

The giant swung it's leg close enough to a ledge of the mountain and one half of the group quickly jumped off. The other half of the group wasn't so lucky. They were trapped on it's leg still.

The giant swung at another giant and missed. The other giant quickly swung back and knocked the giant down. As it fell, it's leg with the other half of the group came rushing toward the side of the mountain and crushed into it.

Fili shouted for Kili. He thought his brother was dead. He ran around all the fallen boulders and made his way towards where the giant smashed into the mountain. he was relieved to see all of them were ok and trying to get up quickly. They checked everyone over to make sure they didn't have injuries. Bofur did a head count and noticed Bilbo was missing. Just then they noticed Bilbo hanging from the side of the mountain. He was trying to pull himself up but the rain made the rocks slick and hard to climb up. Fili and Bofur ran to the edge and tried to pull him but their hands kept slipping. Thorin climbed down the side and quickly pushed Bilbo up and Dwalin pulled Thorin back up.

Thorin angrily got in Bilbo's face and shouted.

"You could have been killed! I knew you had no place on this quest! You are nothing but a burden!"

Bilbo hung his head low in sadness.

Ori interrupted by shouting he seen an opening in the mountain and Thorin told them to all get in it quickly. Thorin told the group to check and make sure it was safe and secure. Once it was quickly inspected Thorin announced they would camp there for the night. He had a bad feeling about the place but shrugged it off. They had nowhere else to go at the moment and it would have to do for now.

"Bofur, you take first watch. The rest of you get some sleep. We leave at first light," Thorin ordered.

The group laid out their bedrolls and tried to get as comfortable as they could, but the hard ground made it nearly impossible. Most drifted off to sleep quickly though, they were exhausted from the ordeal they just went through.

Bilbo waited until he thought everyone was asleep and quietly got up, packed his bedroll up and tried to tiptoe off toward the entrance of the cave. Bofur noticed him leaving and whispered.

"Hey! where do you think you're going?"

Bilbo stopped and sighed at having been caught.

"Back to Rivendell to find Vallyn. Then from there, back home. I should have never left..." he answered back in a whisper.

"You're just scared and homesick, we all are, lad" Bofur whispered back.

"It's not just being homesick. Yes I miss my home, yes I often think about going back to my armchair where it is safe but, that's because that is my place, that is where I belong," Bilbo quietly replied.

"You all are used to living like this. Roaming the land, not belonging anywhere!" he added.

Bofur hung his head low with sadness. Bilbo knew he had crossed a line.

"I am sorry Bofur, I didn't mean.." he whispered.

Bofur interrupted. "No, You're right...We don't belong anywhere..." He whispered back.

Bilbo felt deep sadness now.

Bofur leaned in close to Bilbo, so he could whisper even lower in his ear.

"Go, go back to Rivendell. Tell Vallyn and gandalf...That we are sorry...that we all didn't want to leave them behind. make sure they know that it wasn't our choice."

"I wish you all the luck in the world, Lad...I really do." He added as he stepped back from Bilbo and gave him a small smile.

Thorin laid on his bedroll, listening to Bofur and Bilbo's entire conversation. He felt extremely guilty. He was driving everyone away...all because of the stupid choices he was making.

_"What kind of king am I?" _he thought.

Just then there was a low rumbling coming from inside the mountain. The ground began to shake and split open. Thorin tried to jump up fast and shout to the others to get up but before he could, the ground gave way and they all went tumbling down, deep into the mountain.

They tumbled and slid downward until they finally fell onto a platform in a big pile. The platform was surrounded by bars what appeared to be made from bones. It was a cage.

They quickly climbed off of each other and spun around, checking their surroundings. Some of their weapons were scattered around them from the fall. Before they could pick them up, Goblins poured from every nook and crany and surrounded them. They tried to fight them off but there was too many. They quickly captured them and led them off towards a bigger platform.

No one noticed Bilbo had missed falling into the cage and had barely caught himself on its ledge when they fell. He was now dangling from it's side trying not to fall. He looked down and noticed it was a long drop from where he was. He pulled with all his might until he completely pulled himself up from the ledge. He made his way around the side of the cage and seen his sword laying close to it's entrance. he quickly grabbed it and tried to quietly sneak off.

A disgustingly deformed goblin jumped from the side of the platform, directly in front of Bilbo and and began swinging it's dagger at him. Bilbo was caught off guard and tried to defend himself but the goblin knocked him off balance. He tried to grab onto anything to try and stop himself from falling off the edge. He managed to grab the goblins leg as he was falling over the side. They tumbled down and Bilbo got lucky and hit small rope bridges on the way down. It broke most of his fall. The goblin wasn't so lucky. It crashed through platforms and wooden structures before hitting the bottom of the cave. Bilbo landed on a bed of large mushroom and they cushioned the blow. Otherwise he wouldn't have survived he thought.

**XXX**

Bilbo laid on the ground,his sword still tightly clutched in his hand and noticed the goblin was slowly starting to move it's limbs. He watched, concealed by the mushroom bed as a figure came out of the shadows, it's eyes reflecting in the dark what little light was showing down on them. It made it's way over to the goblin, inspecting it, mumbling to itself.

"Nasty goblinses!" it said in a low raspy voice.

"Never enough meat, but it is better than no meat at all!" it continued.

Just then the goblin came to and started swinging at the creature. the creature grabbed a rock and bashed the goblin on it's head until it fought no more. Bilbo noticed in the struggle that a small gold ring flew out of the creatures pouch it had tied around it's waist and boucned quietly on the cave floor and came to a rest near the mushroom bed. The creature did not notice that the ring fell and quickly grabbed the goblin by it's leg and drug it off, further into the cave.

Bilbo waited until it was out of sight before he got up and grabbed the ring. He held it up to what little light he had and inspected it. He instantly felt drawn to the ring. Like he had a powerful need to keep it, To protect it at all costs...to wear it. he fought the urge and placed it in his pocket. He slowly made his way towards where the creature dragged the goblin off to.

He followed a small path that led to an underground lake in the mountain. He hid behind a large rock and looked across the water and seen the creature had drug the goblin across the water and onto the other side. It was hovering over the goblin, looking it over when the goblin started fighting again. The creature quickly grabbed another rock and bashed it over it's head again until it stopped fighting.

Bilbo gasped and covered his mouth, Hoping the creature didn't hear him. He slowly turned and looked across the water again and seen the creature was gone. He quickly looked around for it and all of a sudden the creature jumped down off the rock above him and crouched down in front of him. It narrowed it's eyes at him and slowly asked.

"What is it, precious?" genuinely curious, seeing that Bilbo wasn't a goblin and had no idea what he was.

The creature inched closer to bilbo.

Bilbo raised his sword to it's neck and the creature stopped inching so close to him.

"I am Bilbo Baggins. I am a hobbit from the shire." Bilbo said in a shakey voice.

"Bagginses?...Bagginses?" The creature said curiously.

"We have never heard of Bagginses before..." the creature inched closer again.

He pressed the sword to it's neck and it stopped again.

"I need to find a way out of the mountain." Bilbo said in a still shakey voice.

"Is it lost?" The creature asked.

"Yes, Yes I am lost and I need to find a way out." Bilbo answered.

"OH! we knows a way!" the creature said excitedly in a helpful tone.

"Shut up!" it answered back in the raspy voice.

Bilbow raised an eyebrow, very confused. "I-I didn't say anything" He said.

"We wasn't talking to you" The creature said in the raspy voice. It continued to talk to itself and hop around.

"Ugh, I don't have time for games!" Bilbo finally said in frustration.

"GAMES!" the creature replied.

"We loves games!" it added.

Bilbo raised an eyebrow. He quickly formed a plan in his head and began saying.

"Right! Let us have a game of riddles! If I win, you show me the way out, yes?" he said.

The creature thought for a moment and turned and began speaking to itself again.

"We shows him the way out if it wins, precious!" the helpful, nice voice said.

"If we wins, we eats it!" the raspy tone said.

The creature turned back around and the helpful tone said.

"If Bagginses wins, we shows it the way out! If we wins, we eats it whole!" in almost a childlike tone.

Bilbo was taken aback and after thinking for a moment he said "Fair enough."

"Baggins, first." the creature said.

Bilbo thought for a moment and began saying.

"Thirty white horses on a red hill. First they champ, then they stamp, then they stand still."

The creature pondered for a moment and answered "Teeth?"

Bilbo sighed...it was the right answer.

The creature laughed and then said "Our turn."

"Voiceless it cries,wingless flutters, toothless bites, mouthless mutters," it said.

"Just a minute" Bilbo said as he pondered the riddle. he looked down into the water and seen it rippling.

"Wind" he said. "It's wind!"

The creature growled in frustration "Very clever, hobbitses" as it lunged toward him.

Bilbo held out his sword nervously again and began his next riddle.

"A box without hinges, key, or lid. Yet golden treasure inside is hid."

The creature thought long and hard. This answer wasn't coming easy to it.

"Well?" Bilbo asked impatiently.

"Give us a chance, precious! Give us a chance!" the creature cried out as it went back to thinking.

After a few more moments the answer came to the creature.

"EGGSES!" it shouted.

Bilbo sighed.

The creature spoke in the raspy tone again "We have one for you" it said in a mean tone.

"This thing it devours. Birds, beasts, trees, flowers. Gnaws iron, bites steel, grinds hard stones to meal," it said.

Bilbo stood there for a moment and the creature shouted "Answer us!"

"Give me a moment please, I gave you a good long while!" bilbo said.

He went back over the riddle in his head. He couldn't figure it out. he began to panic.

"I don't know this one" he said aloud, more to himself than the creature.

Bilbo turned and noticed the creature was gone. He spun around trying to look for it. He heard it start to say.

"Is it tasty? is it scruuuumptious?...Is it crunchy?"

Just then the creature appeared behind bilbo and grabbed his shoulders. He wriggled out of it's hold.

"Let me think! Let me think!" Bilbo said while holding his sword up to it again.

The creature got quiet and waited a moment before saying "it's stuck, Bagginses is stuck" with a smile on it's face.

"Times up" he added after a few more moments and started toward Bilbo.

"Time" Bilbo said as he suddenly came to the realization. "The answer is time" he said quite proud of himself.

The creature growled in frustration. It was mad now.

"Last question" it said in a low growl while picking up a rock. Bilbo assumed to bash him over the head with. "Last chance" it added.

Bilbo struggled to think of a question. He was out of riddles. He felt in his pocket. he had forgotten he had put the ring in there.

"What have I got in my pocket?" he asked, more to himself than to the creature.

"Not fair!" the creature shouted.

Bilbo spun around and said "No, you said ask a question! so my question is What have I got in my pocket?"

"You must give us three guesses!" the creature spat out.

"Fine." Bilbo said.

"Handses!" the creature shouted out.

Bilbo showed him his hands and said "Nope!"

"Knife!" it shouted out again.

"Wrong again." Bilbo said. "Last guess" he added.

The creature quickly said "String!...or nothing".

"Two guess at once!" Bilbo said.

"And wrong both times" he added.

The creature fell over on defeat and started to whine.

"Come on then, you said if I won the game you'd promies to show me the way out" Bilbo said.

"Did we say so, precious? Did we...say so?" The raspy voice said.

It slowly turned towards bilbo and said "What has it got in it's pocketses?" the raspy tone asked angrily.

"That's no concern of yours" Bilbo said while pointing his sword at him. "You lost" he added.

"Lost?...Lost?...Lost?" the creature said in an angry tone. He reached down into his pouch and finally noticed the ring was gone. He started panicing and searching around the ground.

"Where is it!?" he shouted.

"Where is what?" Bilbo tried to ask sounding as innocent as possible.

"Musn't ask us, not it's business" The creature cried out.

Just then the creature stopped searching around and slowly turn, realizing Bilbo had the ring.

"What has it got in it's nasty little pocketses!?" it shouted at him.

Bilbo backed away slowly.

"Thief!" it shouted at him.

Bilbo turned and ran back to where he had originally fallen. he took the ring out of his pocket and held it in his hand. He tried to squeeze through a large crack in the cave but the buttons on his vest got caught on the edge of the opening. The creature rounded the corner and seen Bilbo trying to squeeze through. He lunged for him and just as he started for him, the buttons on Bilbo's vest popped off and he fell through to the other side.

The ring flew up into the air as he lost his grip on it when he fell through and he held his hand out to try and catch it. The ring slipped onto his finger as if that's what it intended to do and Bilbo suddenly vanished.

The creature burst throught the hole in the rock and looked around, shouting "thief". He ran passed a very confused Bilbo.

He glanced down at the ring and realized the creature couldn't see him now. He slowly followed behind it.


	12. To The Rescue!

Gandalf and the three sisters finally made it to the base of the mountain. It was already late into the night when they reached it. They seen no sign of the company though. Gandalf quicky formed a plan.

"You three go around the mountain, I will meet you on the other side," he said.

Vallyn loudly protested "No! we are going with you!"

"We need to split up, in case they are already on the other side. You need to be there if you want to catch them," He said.

He was lying though. He knew they were in trouble inside of the mountain. He didn't what the sisters to see if they hadn't made it out, though.

The sisters reluctantly agreed. They made their way around the mountain along the safer path and Gandalf headed up the mountain. He hoped he would reach them in time.

**XXX**

The goblins drug the company to a large platform where a huge, disgusting goblin sat on a throne made of bones. He had a grotesquely large growth under his chin and he was massive compared to the rest of the goblins. They were in the presence of the goblin king.

"Look what we found on our front doorstep, your malevolence!" the goblin leading the group towards the king, said.

The goblin king recognized Thorin right away.

"Well, well, well. What do we have here? Thorin Oakenshield. The supposed king under the lonely mountain. But, you have no mountain, isn't that right?" He asked mockingly.

"Which makes you...a nobody, really," he added.

The goblins burst into cackling laughter.

"I know a certain orc who would pay a pretty price for your head... Just your head, is all he is asking for." the goblin king said with a laugh.

"Perhaps you know him. He strides atop a white warg," he added.

Thorin looked at him in disbelief.

"The pale orc!" The goblin king said with a menacing laugh.

"Azog the defiler died from his injuries from battle, long ago!" Thorin shot back in disbelief.

"Oh, but he didn't!" the goblin king replied.

The goblin king turned to one of his servants and said "Send word to the defiler that I have his prize in my possession."

The servant laughed and quickly ran off.

The goblin king turned his attention back to the group.

"There is no reason we can't have some fun while we wait!" he said with an evil laugh.

"Bring me the mangler! Bring me the bone breaker!" he shouted to the rest of the goblins.

Not long after they pushed two huge contraptions towards the group.

"We'll start with the youngest first!" the goblin king called out.

The other goblins went to grab Ori and he struggled against them. Another goblin got curious of the dwarves weapons they took from them when they first fell into the cage. He slowly slid Thorin's sword from it's casing. He dropped it quickly when he realized what it was. The goblin king seen the sword and jumped back in fright.

"The goblin cleaver!" he shouted in terror.

"The sword that sliced a thousand necks!" he added in disgust.

"Kill him!" he pointed to Thorin "Cut off his head!"

The goblins began beating the group with whips and fighting with them. One goblin jumped on Thorin and knocked him down. It pulled out a dagger and aimed it over Thorin's neck. Just then a large flash of light blasted through the cave. It knocked all the goblins down and destroyed most of the structures around them.

It was Gandalf.

"Take up arms and fight! quickly you fools!" he shouted to the dwarves.

Thorin was stunned. He did not expect to see Gandalf. he didn't think Gandalf would even come to their aid after he just left him behind. But he wasted no time in arming himself. The others did the same.

"Follow me!" Gandalf shouted to the group and led them over several bridges, crudely made from rope and wood. The goblins swarmed around them. They all fought their way though the onslaught of goblins.

They all stabbed, slashed and hit the goblins as they lunged for them. They cut the ropes to the bridges after they crossed them so the goblins couldn't follow. They made their way to a covered bridge and before they could cross to the other side. the goblin king jumped in front of it, blocking their escape route.

"You have no where else to go, wizard" he laughed mockingly.

"What do you plan to do now?" he added.

Just then Gandalf poked the goblin kings eye with his staff and sliced through his belly with his sword. The goblin king grabbed at his stomach and looked up at gandalf before saying "That'll do it..." and falling to his knees and onto the covered bridge.

The extra weight made the bridge buckle and collapse under the strain. The dwarves and Gandalf held on for dear life as the bridge fell down into the large chasm. It started to slow once it got near the bottom, as it got narrower and narrower as they reached the ground. Finally they came to a stop as the bridge crashed to the bottom of the cave floor. The wood and debris fell on top of them but they were safe and alive.

Gandalf quickly stood up. He looked over to the rest of the group.

Balin called out "Well that could have been worse!" with relief in his voice.

Just then the goblin king came crashing down on top of them.

Dwalin cried out "Oh, come on!"

Gandalf quickly helped the others out of the debris and Dori shouted and pointed up.

"Look!" he called out.

They all turned their attention to the large swarm of goblins making their way down the mountain, straight toward them.

"There is too many!" Bofur cried out.

"Daylight is the only thing that will save us now" Gandalf shouted.

"Quckly! follow me!" he added as he led them toward the mouth of the cave.

**XXX**

The creature was crying out with pain and running towards where he thought Bilbo had ran to. Bilbo followed behind him quietly and cautiously. Suddenly the creature stopped and ducked behind a rock. Bilbo seen Gandalf and the dwarves run by. He wanted to call out to them but he knew he had to stay quiet. The dwarves all ran out of the mountain and into the daylight. Bilbo considered just stabbing the creature in the neck and being done with him. The creature turned towards Bilbo and had pain in his eyes. Bilbo suddenly felt pity for the creature, though he wasn't sure why.

He made the decision suddenly to put his sword away and just jump over the creature, kicking it and knocking him over before finally running out of the mountain and into the daylight.

The dwarves stopped a ways down the mountain to catch their breath. Bilbo finally caught up to them but he still had the ring on. They had no idea he was there. He was relieved to see Gandalf, though. He looked around and didn't see vallyn or her sisters. He wondered if they just stayed behind in Rivendell. The thought saddened him.

"Where is Bilbo?" Gandalf finally asked once he noticed the hobbit was missing.

"Probably halfway back to his home and his stupid armchair he is always mentioning. I told you he had no place on this quest. The first opportunity he seen to get away, he probably took it." Thorin spat out.

Gandalf lowered his head in sadness.

Just then Bilbo took off the ring and stepped out from behind the tree he was standing behind.

"Nope, you're wrong. Look Thorin, I know you doubt me. You always have...and yes I often think of my home, and my armchair. That is where I belong. I came back beacuse you don't belong anywhere. You have no home, it was taken from you...And I will do everything in my power to help you get it back," he said while looking at the ground.

Bofur smiled at the hobbit and walked over to him and gave him a hug.

"Thank you, lad." was all he could get out before they heard howls off in the distance.

"Azog!" Thorin said under his breath.

"Out of the fire..." Gandalf said.

"And into the frying pan..." Thorin finished.

"Run! quickly!" he shouted at the others.

They made their way down the mountain and realized it turned into a cliff. There was nowhere else for them to go. The howls sounded closer.

"Into the trees! Quickly!' Gandalf shouted.

The group quickly climbed as high as they could get into the trees just as the wargs closed in on them.

A pale orc atop a white warg appeared and stood on top of a large boulder.

"It cannot be!" Thorin said quietly.

He thought he killed him in battle when his grandfather tried to reclaim Moria. The defiler beheaded his grandfather right in front of his eyes. He tried to kill Thorin but he cut his arm off when the defiler swung his mace down on him. Thorin thought the defiler fled and died from his injury.

Azog smiled at Thorin's reaction. He shouted something the group did not understand and suddenly the pack of wargs lunged for the trees. They jumped and tore the branches off the trees, trying to reach the group. They tore most of the bottom branches off and started ramming into the trees. The trees started to topple and lean and fall. One by one they slammed into the next tree behind it. The dwarves jumped from tree to tree, trying not to fall to the ground until they clung to the branches of the very last tree standing.

Gandalf lit a pinecone on fire with his staff and threw it down at the wargs, lighting the ground beneath them on fire. He quickly lit more and tossed them down to the dwarves who started throwing them down on the wargs as well.

Most of the surrounding ground was on fire now and the warg pack retreated. All except the pale orc and few riders.

The tree the group was in started to tip over the cliff from the weight of them all. It stopped halfway down much to their surprise and relief. Gandalf noticed a small butterfly resting on the branches of the tree. he carefully picked it up and whispered something to it before sending it flying off.

Thorin noticed the pale orc still had not retreated and was now laughing at them. This enraged Thorin. He quickly pulled himself up, armed himself with his sword and a branch from the tree and slowly walked down the trunk of it, towards the orc. He picked up his pace near the bottom and began running towards the defiler. Once he was close, the defiler sprang foward on his warg and knocked Thorin down.

The group screamed for Thorin as the orc circled around him. Thorin tried to swing his sword at the orc but the defiler quickly swung his mace around and hit Thorin right in his chest armor. Thorin flew back. The warg then picked Thorin up in it's jaws and tried to bite down. Thorin swung his sword at it and the warg quickly threw Thorin and he went sailing into the air. He landed on a large boulder and his sword fell from his hands.

Dwalin shouted for Thorin and tried to pull himself up onto a branch to get up but it snapped and left him dangling like most of the others.

The pale orc laughed and commanded one of the riders to bring him Thorin's head. The rider dismounted and walked towards Thorin. He placed his blade on Thorin's neck and then raised it, as if taking aim. Thorin tried to grab for his sword but he couldn't move to reach it.

Just as the rider was about to bring it's sword down. They all heard someone scream "NO!"

Rayvn jumped over the flames surrounding them and rolled in front of Thorin, Catching the riders blade with her sword just before it hit him. Thorin's eyes widened when he seen her. She quickly hit the riders blade away and spun around and plunged her sword into the riders chest. She looked back at Thorin and that's when he blacked out.

Vallyn and Kaylyn quickly jumped through the flames and started fighting off the rest of the riders.

Kili seen Vallyn and his eyes widened in shock. He tried to pull himself up to go and help her but the branch snapped and he fell from the tree. Fili let out a scream when he seen his brother fall. He was shocked though when he seen the largest eagle he had ever seen, swoop under Kili and catch him on its back.

Slowly, one by one the branches began to snap and the company began to fall only to be rescued mid-air by an eagle.

Bilbo hadn't fallen yet and he seen the pale orc descending on the sisters as they fought off the riders. He pulled himself up and quickly ran to their defense. He picked up a rock and threw it at the pale riders warg just before he reached the sisters. The defiler turned and seen Bilbo. He started stalking towards Bilbo when all of a sudden, Large eagle talons scooped Bilbo up off the ground. Another eagle swooped in behind it and started fanning the flames towards the defiler, causing him to retreat back.

Bilbo was up in the air when he seen an eagle land and Rayvn jumped onto its back before it's large talons scooped up a deathly still, Thorin.

Vallyn and Kaylyn were fighting off the last of the warg riders when another eagle landed and motioned for them to get on its back. The sisters both climbed on and they were off into the air in a matter of seconds.

Gandalf was the last one to jump from the tree and onto an eagles back. Bilbo looked back as they flew off and seen the defiler standing there, Glaring at them.

**XXX**

They flew for what seemed like hours, the eagles took them to a large valley, covered by trees. One by one they circled a plateau in the middle of the valley and set the dwarves down. The eagle carrying Rayvn and Thorin was the last to make its way down. It carefully laid Thorin down on the ground and let Rayvn climb off before flying away.

Rayvn knelt down by Thorin and checked to see if he was breathing. Gandalf knelt down beside her and ran his hand over Thorin's face while speaking some words none of the company could understand. Thorin let out a gasp and his eyes fluttered open and he slowly sat up, focusing his eyes.

He seen Rayvn kneeling beside him and it startled him. He tried to quickly push himself away on his hands and feet. Gandalf blocked his escape by standing behind him, giving him nowhere else to go.

He sighed and slowly stood up. Avoiding eye contact with Gandalf and the three sisters. They all were standing together now, The group he left behind at Rivendell. They stood, staring at him. Waiting for him to say something, anything.

He slowly brought his gaze up. He looked in their direction but then looked passed them. He eyes windened. Slowly everyone turned around to see what he was staring at.

Off in the distance, there it stood. Erebor...The lonely mountain. They were halfway there.

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><p><strong>I added the last two chapters at the same time since I missed a day of writing. How did you like them? Leave comments and reviews! :)<strong>


	13. Revelations & Departures

It became clear from Thorin's reaction to Rayvn's presence, that he was not ready to see her. Although she had saved his life only hours before, she did not think she would get so much as a "_Thank you._" She didn't really require one. She was not sorry for saving his life. She figured it was the least she could do after what was done to him by her very own father.

She decided she would just slip away as the dwarves stared at their mountain. She would not interrupt the moment of happiness they were having at finally setting their eyes upon their home. She would no longer interfere with Thorin and his quest and cause him to put himself in anymore danger because of her.

She motioned for her sisters to follow her, and they quietly made their way down the rock that the eagles set them upon.

As they reached the bottom, Rayvn finally stopped and turned to Vallyn.

"I want to say goodbye, sister," She said to Vallyn.

"What? what do you mean? you're not leaving!" Vallyn protested.

"I can't very well stay here, can I? you seen Thorin's reaction. He doesn't want me anymore, Vallyn...and I can't blame him. It has been too long and to much time has passed. I see now that he has let go of his feelings for me." Rayvn said with tears in her eyes.

"That is not true! I know he loves you! Curse the stubborness of the dwarves!" Vallyn spat out.

Rayvn tried to give a small smile to her sister. She gently pushed a strand of Vallyn's hair out of her face and tucked it behind her ear.

"I love you, sister...but I can't be near this company. I will not let Thorin put himself in anymore danger because of me." Rayvn finally said after a moment of silence.

Tears started flowing freely down Vallyn's cheeks. She felt a mixture of sadness and anger. She just got her sisters back and she didn't want to be apart from them anymore.

Rayvn looked to Kaylyn finally.

"I want you to stay with Vallyn. She will need you, you need to help and protect each other." Rayvn said as if reading Vallyn's thoughts "Not that you need protecting!" she tried to add with a laugh, to lighten the situation.

It was hopeless though, Vallyn could not laugh. She felt an emptiness wash over her.

Rayvn hugged Vallyn and Kaylyn one last time.

"Take care of our baby sister," She said to Kaylyn

Kaylyn just nodded and hung her head. She knew she wouldn't be able to stop her sister from leaving even if she tried. She felt angry and hurt. More at Thorin than anyone else.

_"Dumb dwarf doesn't know what's good for him!"_ she thought.

Rayvn turned and started walking into the forest. She didn't dare look back because if she did, she would not have the strength to leave her sisters. She wasn't worried about what was out there waiting for her. She knew she could handle herself. She had walked these woods before and knew exactly what was waiting for her in them.

Vallyn and Kaylyn on the other hand, had never actually been here before, but they knew what roamed these woods. They did not fear it, but they knew the dwarves lives may be in danger.

Vallyn and Kaylyn watched as their sister disappeared into the forest. When they could no longer see her they turned and clung to each other. They both shared in the sadness of this moment.

After awhile the two sisters heard the comapny make their way down the rock. Gandalf was the first to reach them.

"Where is Rayvn?!" he said right away with concern in his voice.

The others were all now surrounding the sisters.

"She left." Kaylyn said dryly as she stared daggers at Thorin.

"Left!?" Gandalf bellowed.

"Yes, She left because she didn't want this fucking coward to actually have to deal with his emotions! After she saved his life! She left so he could keep pretending that he never loved her and that she is just some stranger to him!" Kaylyn hissed out as she leered at Thorin.

Fili eyed his uncle questioningly

"What is she talking about, uncle? he asked.

"I'll tell you what I am talking about. Rayvn is the reason your uncle left Rivendell in the night. So he wouldn't have to face her. He loved her once you know. She still loves him, though I cannot see why. I wouldn't want such a person for my sister. He no longer deserves her!" Kaylyn said angrily to the group.

"We left Rivendell because of a woman?" Kili asked angrily.

"You made me leave the woman I love, the woman that I will marry, because you didn't want confrontation!?" he added.

Vallyn's mouth dropped open in shock at Kili's revelation. She had no idea he wanted to have her as his wife.

The cat was out of the bag now. Even though the rest of the group already knew about Kili and Vallyn, he just put it out in the open. For everyone to hear; for his uncle to hear.

Thorin's eyes shot up to Kili's. He knew Kili cared for Vallyn, though he did not know how deeply. He had no idea his nephew, from the royal line of Durin, chose a woman who was not a dwarf.

Thorin didn't actually care that Kili had chosen outside of their race. It would be hypocritical for him to be angry because he himself loved Rayvn, who was not a dwarf. He knew exactly how his nephew felt. He was happy for them. He also knew he had to fix everything he had damaged within the group. He was tired of being a coward. He was Thorin Oakenshield! He wasn't supposed to be afraid of anything.

Thorin surprised everyone when he slowly walked over to Kili and stood in front of him.

Everyone held their breaths as they expected a storm of fury to begin at any moment. Kili even clenched his hands into fists, preparing for either a verbal or physical fight. He got neither.

Thorin looked into his nephews eyes and slowly put his hand on Kili's shoulder. After a moment of silence, Thorin's mouth pulled into a wide grin.

"I am happy for you Kili. You could not have chosen a better woman to be at your side for the rest of your lives," he said.

Kili's mouth dropped open in shock. He nor the others would ever expect Thorin to allow him to marry outside of their race. Kili stood silently, processing what his uncle just said...he was at a loss for words.

"And as for Rayvn, Yes, she and I were in love...I still love her. Yes, your king was too much of a coward to face her. You do not know the story behind it and I will not tell it. If Vallyn and Kaylyn want everyone to know the reasoning behind Rayvn and I's story, then I will let them tell it as it involves their family. I will not say any words against their family. I will say I am sorry. I am sorry that I acted out of fear and put everyone's lives at risk. I have never been so wrong or ashamed of anything than I am of myself right now. I understand if you no longer want to follow me. I will not hold any of you to your contracts if you wish to depart from this quest. I understand if you no longer see me as your king because I can tell you, I don't feel like one at the moment..." Thorin said as he hung his head.

The group stood in shock. They were at a loss for words. They have never seen this side of Thorin. He wasn't the type to admit mistakes or apologize for anything.

Thorin turned to Kaylyn

"You are right, Kaylyn. I do not deserve your sister. I understand if you never forgive me, but I am sorry. I just do not know how to fix the damage I have done." Thorin confessed.

Kaylyn just puffed out air from her mouth and rolled her eyes.

_"Too little too late!"_ she thought to herself.

He turned to Vallyn

"I am sorry for everything I have put you through. I know you do not even have to be here. I appreciate everything you have done for me and my kin. You are a great warrior...and my nephew is lucky to have you," he said to her with a smile.

Thorin grew silent finally. He stood there and looked at everyone. He knew his apology was too late. He just hoped that someday they could forgive him. After a few moments of silence. He felt he had his answer. He felt a small lump form in his throat. He swallowed hard and cleared his throat before nodding his head. He started to walk away when someone spoke finally.

"It takes a good lad to realize his mistakes..." Balin spoke up.

"A good _king_ admits them aloud and tries to correct them," he added.

Thorin nodded.

Balin repeated the words he said back at Rivendell with a wide smile.

"I will follow you...to the ends of middle earth if you would ask me."

The dwarves all chimed in that they would follow him and they all gave him big smiles. All except Fili and Kili. They stood by Vallyn, Kaylyn, Gandalf and Bilbo, silently.

Vallyn looked to Kaylyn and nodded. She stepped forward and said "I will follow you Thorin."

Kili's heart swelled with pride. He hoped she understood how much courage it took for his uncle to say what he said. Kili couldn't stay mad at his family, but, he would stand by whatever decision Vallyn made. He was relieved when she stepped up. He joined her in saying he would follow Thorin once again. Fili stepped forward as well. Bilbo joined them in saying he would follow. Gandalf only nodded, indicating he would follow as well.

Everyone turned their attention to Kaylyn. She stood there quietly for a moment, pondering what she would do. She would not forgive Thorin so easily but she would also not leave her sister.

"I follow Vallyn." She finally said and left it at that. She walked away from the group and stood off to the side by herself. She wasn't mad that Vallyn said she would follow Thorin. She knew she was loyal to Rayvn. She knew she was just as upset about Rayvn leaving as she was. She also understood why she did it.

**XXX**

Kaylyn stood by herself for a few minutes, staring off into the part of the forest Rayvn walked into. She heard someone walk up behind her. She was surpised when she seen it was Fili who stood next to her.

"Want some company?" he said nervously.

Kaylyn just shrugged.

She didn't mind him being there as long as it wasn't Thorin...She didn't mind that it was him at all, actually. She looked at him out of the corner of her eye. She noticed he stood only an inch or two taller than her. She noticed his rugged features and his long blonde hair and beard. She was noticing a lot of things about him now.

Normally she would not hold back on telling him all the things she noticed and liked about him. She was known for being a flirt. She was known to make men blush from her fowardness. She didn't have the desire for that right now though. She was sad about Rayvn. She wanted to go to her sister Vallyn and just hold her and cry. She wanted to give Vallyn time with Kili, though. So here she stood, not knowing what to do with herself.

"I am sorry your sister left" Fili finally spoke.

He was incredibly nervous and didn't know what to say to her. He felt bad and could see she was hurting. He said the first thing that came to mind. He felt he should have said something else but he was genuinely sad for her. He wouldn't know what to do if Kili left him.

Kaylyn could tell he was nervous. She could tell what he said was genuine though. It warmed her heart that he actually cared.

"I am too..." was all she replied with though.

Fili made a bold move suddenly. He mustered all his courage and slowly touched her hand as he stood next to her. He let his fingers brush against hers at first. When he felt she would not pull away he slowly grabbed her hand and held it. though it was such a small gesture, his heart was racing. His mouth pulled into a slight smile when he felt her grip tighten on his hand a little.

Kaylyn was touched that he stood there with her. Trying to comfort her in her time of sadness. It actually meant a lot to her. She turned her head slightly to look at him. He turned his head towards her when he felt her eyes on him. She smiled at him and when he seen her smile, he couldn't help but get butterflies in his stomach.

_"She is beautiful..." _he thought.

Their silence was interrupted all of a sudden when they heard a loud roar.

Something was out there...and it was close.

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><p><strong>Leave some comments and reviews! I would like to know if you all like the way the story is going. If not, let me know! <strong>


	14. The House In The Forest

The loud roar they had heard sounded too close for comfort. The entire company started to panic; all except for Vallyn and Kaylyn. They knew full well what was in the forest. They did not fear for themselves but they feared for the dwarves. What roamed these forest lands and kept watch over them, was known to have a dislike for the dwarven kind.

Fili had pulled Kaylyn behind him and readied his weapons. He shouted at the group.

"What is that? What should we do?"

Kaylyn found his gesture to be quite charming.

Kili was the first to shout "Rayvn! she is out there alone! we have to go and find her!"

The two sisters looked at each other and knew they were thinking the same thing.

"She will be fine." Kaylyn spoke up.

"The rest of you, I'm not so sure..." Vallyn added.

Gandalf gave the sisters a nod of understanding. He too, knew what was roaming this forest.

"There is a house nearby...where we might take refuge," he said to the company.

"Who lives there? are they friend or foe?" Thorin asked quickly and in a panicked tone.

"Neither. He will help us...or he will kill us..." Gandalf said grimly.

"What choice do we have?" Thorin asked.

"None." Gandalf replied.

They heard the roar again. Gandalf urged everyone to run for the house as quickly as they could. Kili grabbed Vallyn's hand and led her towards the house as fast as they could both run. Fili grabbed kaylyn's hand again and was right behind Kili. The company ran through the forest and soon there was a break in the tree-line. They seen a house off in the distance and made their way towards it. Bombur trailed behind them all, he was too fat to keep up the pace with the rest. As soon as he heard that roar again, though, he quickly picked up speed and soon he was ahead of everyone, much to their astonishment.

The group reached the gate of the house and Bilbo dared to look back, as soon as he did he seen an enormous black bear burst through the tree-line and come charging after them. He took notice of how much larger this bear was than any he had ever seen. He was so busy looking back that he crashed into the back of Ori as the group had stopped at the door. They were in such a panic that they didn't notice the door was latched shut. They pounded on the door and screamed to be let in as the bear gained on them. Thorin finally noticed the latch and lifted it open and the company practically fell in the door and on top of each other. Kili and Fili quickly tried to shut the doors closed just as the bear reached the door.

The bear hit the door and Fili and Kili pushed with all their might to close the door on it. The bear tried to push it's way through and got as far as getting it's head in the door. The others joined Kili and Fili and together they got the bears head out and the doors shut. They quickly latched it and tried to catch their breath. It took a few minutes for the terror of what they just experienced to dissipate.

After everyone settled somewhat, Dori Spoke up "What was that!?"

"That was our host...His name is Beorn. He is a skinchanger." Gandalf answered cautiously.

Dori noticed Ori standing by the door, listening to see if the bear was still out there. He smacked his brother in the back of the head.

"Come away from there, Ori! it's not natural, none of it! he is obviously under some dark spell!"

"Don't be silly, the only enchantment he is under is his own. Now let's get some rest, we are safe here for the night," Gandalf said.

"I hope..." he added under his breath and out of earshot from anyone.

**XXX**

The group set up their bedrolls on the ground of what seemed to be the living room of the house. Though it was not a normal living room by any standards. There were animals such as goats and sheep and the like resting comfortably on piles of hay strewn across the floor. Kili set up his and Vallyn's bedrolls next to each other. Bilbo found a nice little pile of hay between Bofur and Bifur and nestled himself on it and was soon asleep.

Fili found a corner unoccupied and set up his bedroll there. He wanted to lay by Kaylyn but he wasn't sure if she would want him to. He knew they had kind of a moment earlier but he wasn't sure if she seen it the way he did. Maybe she just thought it was all innocent. He knew he felt something more as soon as he grabbed her hand.

Fili laid there in the dark, lost in his thoughts of Kaylyn. He tried to adjust his eyes in the dark as he sleepily looked in the direction of where Kaylyn was laying. Exhaustion hit him after awhile and his eyelids grew heavier and heavier and he was fighting to keep them open. He looked over at her bedroll and thought he seen two small glowing green circles of light. He blinked his eyes and kept staring at kaylyn's bedroll and yet the glowing light was still there. He couldn't make out what it was. He finally decided his eyes were tired and tricking him. He closed his eyes and was soon in a deep sleep.

**XXX**

Kaylyn laid in her bedroll and stared at Fili. She knew his eyes were on her. She found herself wanting to be next to him. Wanting him to hold her and comfort her. She envied her sister, Vallyn, right now. She had Kili to comfort her and keep her warm as they lay together. She found herself feeling quite lonely, even in a room full of people.

After awhile she knew Fili had fallen asleep. He was exhausted; they all were. She couldn't fall asleep so easily though. She tossed and turned and listened to the loud snores from Bombur. She wondered how anyone could sleep through that. She figured they must all be used to it, though.

Kaylyn sat up in the dark and looked around. She was tired and was starting to get irritated at the fact that she couldn't fall asleep. She looked over at Fili off in the corner by himself. She suddenly decided she would go and lay by him. Maybe she would be able to sleep if she was by someone, and warm. If she was honest, though, she just wanted to be by him...she liked him. She got up and tiptoed through the group who were scattered about. She reached Fili and slowly lifted his blanket up and crawled in beside him. She snuggled up as close as she could to him to get warm.

Fili startled awake when he felt someone lay beside him. He adjusted his eyes and seen it was Kaylyn. He was quite shocked and started to open his mouth to ask what she was doing. She quickly put her finger to his mouth and said "shhh" and pressed her body close to his. He nodded and relaxed a little. She stared at his face silently for a moment. She brought her hand up to his cheek and gently stroked it. She could feel his heart pounding in his chest from how close there were. She looked into his eyes for a moment before she closed hers and slowly brought her lips to his.

She kissed him softly at first and pulled away. She wanted to make sure that he wanted this; wanted her. He pulled her back to him and brought his lips back to hers. He quickly took control of the kiss. He expertly roamed her mouth with his tongue and soon their kiss grew more desperate. It was more deeper and passionate and Kaylyn knew where it was headed. She slowly trailed her hand down his chest and down to the bulge he now had in his pants. She squeezed lightly and Fili let out a low moan into her mouth.

He quickly found the waist of her pants and pulled them down and off her feet and set them off to the side. He let his fingers roam up her thigh slowly before finding her wet center. He slipped in one finger into her folds at first and then another. She writhed and was breathing heavily as he moved his fingers in and out of her and rubbed them over her clit. It was driving Kaylyn Crazy.

She suddenly grabbed his hand and pulled his fingers out of her. She pushed him back and climbed on top of him, straddling over his hard bulge. She looked into his eyes and grabbed his hand. She slowly sucked the juices off the fingers that had been inside of her. Fili let out a low groan at the sight. He was desperate to be inside of her but he didn't want to wake the others. Kaylyn didn't seem to be shy about the others being so close. He decided it didn't matter how close they were to everyone; He wanted her.

She undid the tie on his pants and pulled them halfway down, stopping at his knees. She grabbed his hard cock and slowly eased herself onto it. Fili knew they had to be quiet, it was taking everything in him not make any noise. He dug his fingers into her thighs as she slowly started to grind on him. She was breathing heavily and he knew she was trying to be quiet for the sake of him. She didn't want him to be embarrassed if they were heard.

Kaylyn felt too good. Fili knew he wouldn't last long. It had been quite awhile since the last time he laid with someone in such a way. He tried to hold out though. He wanted her to find her release before he did. He would make sure of it.

He didn't have to wait long. Kaylyn felt a coil tightening within her as Fili thrust into her from beneath her. He held her hips tightly as he helped her slide up and down his shaft. She was finding it difficult to keep quiet at this point. Fili sensed this and quickly pulled her down to him and kissed her hard. That undid Kaylyn. She let out a muffled moan into Fili's mouth as she reached her climax. Fili thrust into her a few more times before he released his warm seed into her with a low grunt.

Kaylyn laid on top of Fili for a few moments after, both of them panting and trying to catch their breath. She finally eased herself up off of him, the full feeling of him inside her now gone. She laid at his side and smiled at him. He smiled back at her and let out a low chuckle.

"I promise it will be better next time," Fili said after a moment of silence.

He was now self conscious of the quickness everything took place in.

"It gets better than that!?" Kaylyn said with a small laugh.

"You have no idea!" Fili answered back with a grin.

He kissed her one last time before they put their pants back on. After they were dressed again. He held Kaylyn tightly too him. She buried her head into the crook of his neck and was soon fast asleep.

He finally allowed himself to go back to sleep after Kaylyn fell asleep. They laid their together in his bedroll, not caring who would see them when everyone woke up.

After everyone was finally asleep. The latch to the door of the house lifted quietly. Beorn slowly made his way into the house. He was in his human form, No longer the animal. He queitly walked to his living room and looked at the sleeping group on his floor. After a moment of consideration, he slowly turned and walked to his room and quietly shut the door. He was going to sleep for a few hours. He would deal with his guests in the morning.

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><p><strong>Finally! Some action for Fili! Comment and review please! :)<strong>


	15. A Good Host

Beorn had risen early, after only a few hours of sleep. He made sure to wake up before his unexpected guests. Though he had a great dislike for dwarves, he still wanted to be a gracious host. He started to make breakfast for his guests and also feeding the random animals that roamed his home, freely. No one would go hungry while they were a guest in his house.

As he cooked breakfast, he quietly pondered all the questions that were floating around in his head. Such as, _"Why had Gandalf the grey brought a group of dwarves, a hobbit and two of the Starfall sisters to his home?"_

He imagined it had something to do with Azog the defiler, who was stalking the borders of his forest, which he kept a vigilant watch over. He chased him off their trail last night and bought Gandalf and his friends a decent amount of time to make a getaway. He also wondered why the eldest of the Starfall sisters was following the group but remaining hidden from them. He seen her in the forest after he had chased the group into his home. He didn't try to attack her, even the beast in him knew better than to tangle with her.

Rayvn used to frequently visit him many years ago. Though she had suddenly stopped visiting one day and he always wondered why. He still liked her nonetheless. She was kind, funny and beautiful. She had befriended him and he knew exactly what she was. If he was honest with himself, he had grown to love her in a way. He knew nothing could ever become of his feelings though. The beast in him was too unpredictable to ever take a mate. In Rayvn's case, though, He wouldn't risk his life if the beast in him ever dared to take her on. He knew full well he was no match for her, even with all his strength. He knew she would not hesitate to defend herself from him, either.

He decided after much thinking, he would not mention Rayvn's presence to the group. Obviously she wanted to remain hidden, and he would keep her secret. He was quite excited to have two of her sisters in his home, though. If they were anything like Rayvn, he knew he would like them.

After awhile, the aroma of his cooking started filling the house and one by one his guests woke up and made their way to his kitchen. The first to wake up was also the fattest of them all. He only nodded to Beorn as he set a plate of food in front of him. He ate sloppily and fast and Beorn couldn't help but think of how greedy he was as he watched him eat.

He later learned that the dwarfs name was Bombur and the others were mostly put off by his eating habits as well. He was their kin though so they just dealt with it more or less.

The most talkative of the group was Bomburs brother, Bofur. Beorn found him interesting to say the least. Most people were terrified of him but not Bofur. He just chatted away with him like they were long lost friends. He wasn't sure if he was just incredibly naive of who he was and what he was capable of, or he really was just that friendly. After all, Beorn did try to tear them to pieces only yesterday and now here Bofur was talking away about his love of toy making and how it brought him happiness to see children enjoying his creations. After speaking to him though, he decided he enjoyed Bofur's friendliness. It had been a long time since someone took the time to actaully talk to him.

The other dwarves were more cautious of Beorn, though. They mainly just listened to Bofur talk and they ate their breakfast quietly. Not long after breakfast had begun, the hobbit and the two sisters joined the group. Beorn nodded at them and offered them some food. They gave their thanks and happily dug into the plate of food set before them.

Beorn noticed Gandalf and the leader of the dwarven group standing off to the side. He made his way over to them and Gandalf quickly introduced the dwarf to him.

"Beorn, I'd like to introduce Thorin Oakenshield, Son of Thrain, son of Thror. The rightful heir to Erebor."

Beorn looked the dwarf over carefully. He knew his kin. He knew of the greed of Thror and all the suffering it caused his people. It was no secret that most dwarves were greedy and they did not care for lives they deemed lesser than their own. Beorn found them hard to like and over the years he had been proven right about their race, time and time again. He would give this "_King under the mountain_" the benefit of the doubt though. After all, he was in the company of the Starfall sisters and Gandalf. He couldn't be that bad, he thought. he would still keep his guard up, though.

Beorn figured he wouldn't beat around the bush with them.

"So, do you want to tell me why Azog the defiler is stalking you?" he asked straighforwardly.

Thorin's eyes grew wide in shock.

"He is near!?" He asked.

"Yes. I chased him away from the borders of my forest last night. He had a pack of orcs with him. I assume what brought him so near to my home has something to do with you." Beorn answered while crossing his arms across his chest.

Gandalf and Thorin grew nervous at Beorn's gesture. the last thing they wanted to do was anger him.

"It is true, he is after Thorin. Somehow, he knows of Thorin's quest to reclaim Erebor and is now hunting him. He wants to stop Thorin before he reaches that mountain," Gandalf answered honestly.

Gandalf knew Beorn could be a great ally to them and lying would not put them on his good side.

Beorn stood quietly for a moment, studying the wizard and dwarf in front of him, pondering what to do. He disliked dwarves, but on the other hand, he hated Azog. The pale orc enslaved his people and all but killed them off. Beorn was the last of his kind. He decided he would help Gandalf and Thorin.

"I dislike dwarves, they are greedy and blind to the needs of others...But Azog I hate more. What would you have me do?" Beorn finally asked.

**XXX**

Fili was lost in his thoughts while at breakfast. He was thinking about what him and Kaylyn had done during the night. He knew everyone seen them laying together when they woke up but he wondered if anyone actually knew what they had done last night.

He had his answer once Kaylyn and Vallyn and Bilbo joined them for breakfast. Of course it had to be Bofur to be the one who knew what they did.

"_That damned dwarf seemed to know everything!"_ Fili thought.

"So! how'd we sleep last night?" Bofur asked Fili and Kaylyn with a huge knowing grin and a wink.

Fili was about to answer him and then deny anything happened. He wanted to save him and Kaylyn the embarrassment the group was sure to give them. He was shocked, though when Kaylyn answered for them.

"We didn't do much sleeping, if ya catch my drift," Kaylyn said to Bofur with a wink.

"Aye, you two could wake the dead with your _whispering_ and_ quietness_" He said with a hearty laugh.

The others just joined in with the laughter and Kaylyn was laughing right along with them. Fili just turned red and put his head down. Although, he did think it was funny too, he was surprised with Kaylyn's forwardness. He never knew a woman to be as foward as her. He decided he liked it.

Bilbo was the only one who was in the dark. The hobbit really was clueless with certain things.

"What is going on?" He asked

Bofur couldn't stop laughing by this point.

"You'll understand when ya find yourself a nice lass" Bofur answered, trying to control his laughter.

It finally dawned on Bilbo and he turned a brighter shade of red than Fili did.

The laughter and merriment was soon interrupted when Gandalf, Thorin and Beorn returned to the kitchen.

Beorn spoke up when he enetered the kitchen.

"You may stay here as long as you need and when you are ready to leave, I will lend you some of my ponies. I will only allow you to take them to the borders of my forest, then you must set them loose so they may return to me."

The dwarves nodded in agreement.

"Please, finish enjoying your breakfast. I will excuse myself now," Beorn added.

He walked out of the kitchen and made his way to the front door. he looked back at his guests who had resumed their laughter and conversation. He went outside and tended to the rest of his animals and started his chores that needed to be done for the day.

He hated to admit it, but it felt kind of good to have visitors once again. Even if they were of the dwarven kind. He brought his gaze up the the tree-line near his house. He knew Rayvn was out there. watching him. The feeling brought a smile to his face. He would seek her out later and speak to her so he could find out exactly what she was up to. For now, he would finish what needed to be done around his house.

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><p><strong>Hello Beorn! <strong>

**This was a short chapter, I know. I just wanted to quickly get Beorn into the mix and get a small background established. Comment and review!**


	16. Sisters Stick Together

**I would like to give a special thanks to CaliNative76. Your constant encouragement helps me continue writing the stories that I do. **

**A special thanks to Montanasmith5897 as well. Your review was most helpful and I fixed the dialogue errors to the best of my abilty. Hope you enjoyed the story!**

**Thanks to my other reviewers as well! You are awesome and I hope you continue to enjoy my story!**

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><p>Beorn had finished his chores for the day and decided now was as good a time as any to seek Rayvn out. He made sure the others did not see him walk off. He wandered into the forest, not far from his house and soon found Rayvn. She had been watching his house all night. He felt really bad that she stayed outside all night, while the others were nice and warm inside his house. She knew she was always welcome in his home, but, he figured she had her reasons for staying away.<p>

"Hello, Rayvn," he called out.

"Hello, old friend!" she said to Beorn before running to him and giving him a big hug.

Beorn just chuckled and hugged her back, tightly.

"I have missed you!" he said.

"Yes, I have missed you a great deal as well." Rayvn replied back, though she had a sad tone to her voice.

"Where have you been? It has been so long..." He asked, not picking up on her tone.

"I know, Beorn. I am truly sorry for not visiting all these years..." Rayvn trailed off.

It finally clicked with Beorn.

"Your father kept you away, didn't he?" He asked cautiously.

Rayvn only nodded.

Beorn knew Rayvn's father. He knew he was a stern and mostly angry and wrathful god. The kind you did not want to cross or have on your bad side. Beorn was so old that he was one of the few who still remembered her father. Most of middle earth had forgotten about the gods and watchers of the realm they resided in. He always wondered how such an angry man could have produced such a kind and caring child like Rayvn. He always figured she took after her mother. He knew her as well. He always liked Rayvn's mother, Arcturus. Before Rayvn, Arcturus, was the one who always watched over him and his kind.

Only when Rayvn's father, Ares, grew to dislike middle earth, was Arcturus ordered to stay away. He missed her greatly. His kind used to call her "Guardian of the bear."

Beorn decided to ask what Rayvn was doing out in his forest.

"So, why do you watch over my house? why have you not joined your sisters there?"

"Long story..." Rayvn only answered.

"I have time." Beorn offered.

Rayvn sighed.

"Because Thorin Oakenshield is in your house. He does not wish to see me, so I will stay away," Rayvn answered.

"Why does he not wish to see you? I find that notion hard to understand!" Beorn said with a slight laugh.

Rayvn gave him a slight smile. She knew Beorn cared for her in a way they both knew nothing would ever come of. Still, he always liked to make her feel beautiful and special nonetheless.

"Like I said...It's a long story. He loved me once is all I will say..." Rayvn replied.

Beorn finally understood. Rayvn was in love with Thorin. Though it pained his heart slightly that it wasn't him who Rayvn decided to love, He respected her choice. Though, now he was slightly angry at Rayvn's admission that Thorin "Used to love her."

"What kind of fool stops loving a beautiful being such as her?" he thought.

"I am just here to make sure my sisters stay safe...Though I know they will be, I still want to make sure." Rayvn added.

Beorn knew that was only part of the reason. He knew she also followed at a distance becuase she wanted to make sure Thorin would be ok.

"Well, I know I cannot convince you to come back to the house with me. Is there anything that I can bring you out here? I want you to be comfortable." Beorn asked.

Rayvn only shook her head.

"I will be fine, Beorn. you do not have to worry about me," Rayvn said reassuringly.

Beorn only smiled and softly ran his finger over her cheek.

"I know I do not have to worry, But, What kind of friend would I be if I didn't?" He said with a smile.

Rayvn hugged Beorn and he started to walk back towards his house.

"I will be patrolling the forest later...You will be safe while you are a guest in my forest lands." Beorn called out to her.

Rayvn knew he was only trying to help and be a protective friend. She really appreciated the care he had for her.

"Thank you, Beorn," She called out to him.

With that, he continued walking back to his house.

**XXX**

Vallyn wandered around Beorn's vast yard. She was looking for Kaylyn. She noticed Kaylyn left after breakfast by herself and walked outside. Vallyn wandered down a path she found on the side of the house and followed it quite a ways until the path opened up to reveal a small pond. There she found Kaylyn, sitting on a rock by the water, just staring into the pond.

"You ok, Kaylyn?" she asked.

Kaylyn only nodded and stayed quiet for a moment.

"I'm worried about Rayvn..." Kaylyn finally spoke up.

"I know, but, Rayvn is a better fighter than both of us combined. She will be fine, Kaylyn. She can handle herself." Vallyn replied.

"I know she can handle herself...but that doesn't mean she should be out there by herself," Kaylyn said.

Vallyn only nodded and hung her head and sat in silence for a moment.

"Well, what do you suggest we do?" Vallyn finally said.

"WE do nothing. I am going to find her," Kaylyn said in a firm voice.

"But...you can't leave me! I won't let you!" Vallyn shot back.

"You are not coming with me, Vallyn. Stay here with Kili. He needs you." Kaylyn said in a flat tone.

"Fili needs you too, Kaylyn!" Vallyn suggested, desperately.

Kaylyn thought about that. She wasn't sure if Fili had deep feelings for her or if what they had done in the night was just something to ease both of their tension. Sure, he showed sweet gestures towards her, but, that didn't necessarily mean that he loved her. He could have just been being nice. For once, Kaylyn was unsure about her feelings toward someone. She didn't like the feeling. She wanted to remain loyal to her sisters and such feelings for Fili would just get in the way.

"Fili doesn't need me." Kaylyn shot back.

"Are you blind!? That dwarf is in love with you! Everyone sees it!" Vallyn replied. Her sister wasn't one to be clueless, usually.

Kaylyn only sat silently. She didn't even bother to reply to Vallyn.

Vallyn threw her hands up in frustration.

"I am going with you, Kaylyn. That is final!"

Kaylyn was quite surprised by her little sisters persistance. She had to admit she liked this side of Vallyn. Though, she would feel incredibly bad to part her from Kili. Though, the thought of her sisters and her being reunited was quite tempting.

"Kili's heart would break if you left him. He wouldn't be understanding, Vallyn," Kaylyn suggested.

"Neither would Fili. I guess it's something we both have to deal with, huh?" Vallyn said angrily to her sister.

"You know Rayvn will get mad if you go looking for her after she said for you to stay with the company," Kaylyn replied.

"She also told you to stay with me and watch over me. How can you do that if you leave? I am going with you!" Vallyn shouted at Kaylyn.

Kaylyn had no argument there. They both would get into trouble from their older sister once they found her.

"Well, I guess that's that, then." Kaylyn answered.

"I guess so!" Vallyn replied, still angry.

"We will sneak away tonight, then," Kaylyn said.

"FINE!" Vallyn answered.

Kaylyn nodded and gazed back at the pond. The sisters sat in silence for a long while. Finally Kaylyn let out a nervous chuckle and hugged her sister.

"I love you, sis! don't be mad at me. Us sisters have to stick together!"

Vallyn only nodded. She couldn't easily walk away from Kili like Kaylyn could from Fili. She knew her sister loved Fili but was too stubborn to admit it out loud. She worried about Fili, He would be devastated, but, she would not stand by as both of her sisters wandered off. She knew Kili would understand, he would be devastated as well, but, he would understand.

Vallyn decided once they found Rayvn she would have to convince both her and Kaylyn to return to the company. Maybe if Rayvn knew that Thorin admitted he made a mistake by acting the way he did, she would come back. Maybe she could convince Kaylyn that Fili did indeed love her, she wouldn't hesitate to come back, either.

She would just have to wait and see.


	17. A Cold Shoulder To Lean On

**Hi guys! Sorry it took me so long to update this story. I have been sick and wasn't able to write any new chapters. I hope you all understand. Please enjoy the new chapter!**

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><p>It was late in the afternoon and Fili was starting to get worried that Kaylyn hadn't been back to the house yet. He had kept an eye out for her all day, since she left alone after breakfast that morning. He hoped that Bofur didn't upset her with his joking around at the table during breakfast. She didn't seem upset though, so he shrugged that notion off. He was more worried that she had regretted their time together last night. He was worried she was avoiding him now. The last thing he wanted to do was scare her away. He had very deep feelings for her. He thought long and hard about them, he would dare say he loved her. He wouldn't tell her that so soon though.<p>

He was lost in his thoughts and was quickly snapped out of them when he seen Kaylyn and Vallyn appear from the path he noticed on the side of the house earlier. He wanted to call out to Kaylyn but held his tongue when he seen she was completely ignoring him. She just walked passed him without saying a single word or even glancing his way. His heart sank a little.

He watched Kaylyn round the corner and go to the front of the house. Vallyn glanced back at him before she rounded the corner after her sister. She gave him a look of sadness and only nodded at him as if to say "I'm sorry" and continued on to the front of the house.

Fili nodded and turned away. He felt a lump form in his throat but quickly cleared it before it got worse. He knew he messed up. He should have never let that happen last night. He was a fool for thinking she felt the same way about him that he did for her. He felt used and usually it wouldn't bother him so much, but he knew that he loved Kaylyn. He had fallen in love with her the moment he laid eyes on her. He had never allowed himself to love anyone before. He had females chase after him and throw themselves at him and he never even thought twice about any of them. This was a brand new feeling for him and...it hurt.

He collected himself and decided he wanted to be alone. He wandered toward the very same path he seen Kaylyn and Vallyn emerge from. He walked down it and followed it until he got to the pond. He decided he would stay there until it got dark. He didn't want to be around anyone right now.

There he sat, staring into the water, wondering what went wrong.

**XXX**

Vallyn was even more angry at her sister now. She seen the hurt and pain in Fili's eyes when she glanced back at him. The dwarven men portrayed themselves to be the epitome of strength and proudness, yet, they were incredibly sensitive when it came to love and females.

"So do you plan on just avoiding Fili for the rest of the night?" Vallyn asked her sister.

"Yes." Kaylyn replied flatly.

Vallyn only shook her head. There was only so much she could say or do to convince her sister to go and talk to Fili before they left. She knew she had done all she could do and say all that she could say. Kaylyn had made up her mind and nothing was going to change it. She was just about as stubborn as the dwarves could be.

Vallyn decided to spend the rest of the night with Kili. She kind of dropped hints throughout the night that her and Kaylyn were leaving. Kili wasn't the type to pick up on hints though. Finally, Vallyn just gave up trying to get him to figure it out. She decided to just enjoy the few hours she had left with him.

Kaylyn was off in a corner by herself. She hadn't failed to notice that Fili hadn't come back yet. It pained her to think that she might have hurt him. It pained her to leave him. She knew in her heart that she was in love with him. It was for the best that she just avoid him though. It was for the best that it ended now before it got any deeper.

Just as everyone was settling into their bedrolls and getting ready to go to sleep, Fili finally walked in. He glanced at Kaylyn but she just turned her gaze away from him. He cast his gaze downward as he made his way passed her and to his bedroll. He turned himself toward the wall, so she wouldn't have to look at him. A tear slowly fell from the corner of his eye and made it's way down the side of his face. He wiped it away and closed his eyes. Not long after, he drifted off to sleep.

**XXX**

The two sisters waited until they were sure everyone was asleep. They gathered their things and crept quietly out the door. Once outside, they quickly made their way to the tree-line of the forest. They didn't have to walk very far to find Rayvn. She was perched atop a fallen tree trunk. She was in viewing distance of Beorn's house and she watched her sisters approach her. She said nothing at first. She only looked Kaylyn over silently before speaking.

"I assume it was you who decided to come out here?" She finally asked. Still staring at Kaylyn.

"You know it was." Vallyn answered for her.

"You can be mad at me all you want, Rayvn. There was no way I was letting you stay out here alone." Kaylyn finally said to Rayvn.

Rayvn sighed. It warmed her heart that her sisters did not want her to be alone. She was secretly glad they were there now. She was tired and had been watching Beorn's house the whole time, without rest. Now that her sisters were here, what harm could it do to finally get some sleep. Beorn was patrolling the forest and the company was asleep and safe in his house.

"I'll admit im happy you two are here. I am tired and haven't slept yet." Rayvn told her sisters.

Kaylyn sat down against the fallen tree trunk and Vallyn sat down beside her. Kaylyn motioned for Rayvn to join them.

"Lay down, Rayvn. I will watch the house for you while you get some rest." Kaylyn offered.

Rayvn nodded and laid her head on Kaylyn's lap. She was fast asleep in no time. Vallyn tried to stay awake with Kaylyn but soon nodded off too. Kaylyn watched the house for what seemed like hours. She didn't notice how exhausted she was until her eyelids started getting heavier and heavier. Soon she couldn't keep them open at all and drifted off to sleep with her sisters.

**XXX**

Gandalf was the first to rise in the morning and the first to notice the two sisters were now gone. He knew exactly where they went and couldn't help but let out a long sigh. He knew Kili would have a fit and he knew Fili would blame himself for them leaving. Gandalf hadn't failed to notice the cold exchange kaylyn had been giving Fili the day before. It did surprise him because she had seemed fine the morning before. The two older Starfall sisters could be quite unpredictable sometimes. He knew Vallyn would come back though, even if the two older sisters did not. He could always count on Vallyn, so he was not too worried. He would just have to patiently wait for her to return.

It would be quite a task ahead of him now, though. He would have to convince Kili to continue on with their plan to leave today, without Vallyn. Fili would be upset about leaving too but after last nights exchange with kaylyn, Gandalf knew he would be more easily persuaded than Kili.

Slowly one by one the company woke up. Just as Gandalf expected, Kili was in a frenzy. He demanded to know where Vallyn was and when Gandalf tried to explain that she was fine but they needed to move on from Beorn's now; he wasn't having it.

It seemed like hours of convincing on his and Thorin's part to get Kili to finally agree to continue on. Kili was the last to pack his stuff and the last to leave the house. Kili loaded his stuff onto one of the ponies Beorn had let the company borrow and was the last in the long line of the company, headed to the border of Beorn's forest.

**XXX**

It was mid-morning when Rayvn started to stir awake. Once she realized she had been asleep for awhile, she shot up and noticed her two sleeping sisters next to her. She quickly glanced around her and noticed Beorn sitting on a log near the fallen tree trunk she had kept her watch of his house on.

"Good morning, beautiful" Beorn said with a smile.

"Good morning, Beorn" Rayvn answered back.

"I have been keeping watch over you three for most of the night and morning. I did not want to wake you, I figured you all needed the rest." Beorn said.

Rayvn was grateful for Beorn but she was mad at Kaylyn for falling asleep.

"The company left a few hours ago. Gandalf was taking them to the elven gate of Mirkwood." Beorn said calmly. He felt no need to wake the sisters to tell them this when he saw the company leaving. To be honest, he was lost in his gaze on Rayvn for hours, watching her sleep. He completely forgot until she was standing before him.

"WHAT!? why didn't you wake me!?" Rayvn demanded.

Beorn wasn't one to get nervous or even blush but, he found he was doing just that as she questioned him. He felt flustered and couldn't get a response out quick enough. It just came out in a jumble of stuttering.

"I-I-I don't know...I thought...Maybe-I-I'm sorry..." Was all that he got out.

Rayvn was clearly furious. She woke her sisters up and demanded they get ready to leave right that second. Beorn was full of regret. He don't know what came over him. He wanted to kick himself for not alerting Rayvn as soon as he seen the company leave. He hung his head in shame.

Rayvn noticed how sad Beorn was now. She couldn't stay mad at him. He was a very dear friend and he had been so kind as to keep watch over them. She knew he had no ill intentions and he was truly sorry. She walked over to him and looked at him as he hung his head low at her gaze. She brought her hand up to his chin and lifted his head so his eyes would meet hers.

"I am not mad at you Beorn. Thank you for all your kindness you have shown me and my family since we have been here. Thank you for taking in Thorin and his company as well. I know you meant no harm in not telling me when they left...I know you were watching me sleep and...it's ok." Rayvn said, finally flashing him a smile.

Beorn turned bright red at Rayvn figuring out he was watching her sleep. Rayvn only let out a small chuckle. It shocked him when she leaned in and gave him a small kiss on the lips. He knew she meant it in a friendly way but he couldn't help the feeling he had in his heart. His chest felt on fire and his head swam with dizzyness.

Rayvn pulled away and said thank you again before she turned to her sisters and the three of them walked off toward the elven gate. She glanced back one last time before she was completely out of Beorn's sight. Once she was gone he felt himself deeply exhale, as if he had been holding his breath that entire time. He looked back toward his house and finally made his way to it.

For the first time in a long time, Beorn suddenly felt truly lonely now that everyone was gone.

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><p><strong>Sorry for packing all the different POV's into one chapter, I hope it wasn't too confusing. I wanted to get all perspectives out there before starting the next chapter. Comment and review please! :)<strong>


	18. Mirkwood Magic

**Sorry for the long wait. I've had somewhat of a writers block with this story. I hope you all understand. I did my best with this chapter, though. I hope you all enjoy!**

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><p>Thorin and his company had been wandering around the old forest of Mirkwood for hours. They were hopelessly disoriented and lost the path which Gandalf had warned them to not stray off of. Gandalf had departed from them when they first reached the elven gate and did not explain why he was taking leave of them. He just said he would meet them at the overlook, before the slopes of Erebor and not to enter the mountain without him. Thorin was concerned about him leaving them to find their way through this forest by themselves but, He knew Gandlaf would not leave them unless the need was absolutely dire.<p>

Gandalf told the group before he left that this was not the greenwood of old; that the very air in this forest was now heavy with illusion and it would seek to enter their minds and lead them astray. Thorin took his warning seriously but he still was not prepared for the horrible fuzziness his mind was now feeling. He felt helpless and tried desperately to find the lost path but it was hopeless. His entire companies minds were now clouded and a foggy haze settled over them, making it impossible for anyone to think rationally.

The dwarves began to argue amongst themselves about whose fault it was that they lost the path. Bilbo wasn't about to get involved in dwarven arguments and had enough sense left to stand back from the fighting. He noticed a spider web on the side of the tree he was now leaning against. He absentmindedly plucked the web with his finger. He felt a rather large vibration run through it and thought it was odd...so he plucked it again. His attention was soon turned back to the quarreling dwarves and forgot about the web next to him.

Bilbo heard Bofur yell out the he couldn't breathe and he needed air. Ori followed up after Bofur's shouting and yelled out that his head hurt and was now spinning. Bilbo looked up to the tree tops and a sudden realization hit him through his foggy mind. He needed to get to the top of those trees and see if he could see the way out of this accursed forest.

Bilbo tried shouting over the dwarves that they needed to get to the top of the trees but it was no use over their bickering. Finally he just decided to make the climb himself. He slowly made his way up the tree and finally reached the top and stuck his head out of the leaves. Fresh air hit him and the heaviness that weighed down on him below the tree top was now gone. His mind was clear and the confusion he felt only seconds ago was washed away and ratonal thought came flooding back to him in an instant.

He looked around and spotted the lonely mountain off in the distance. Though they still had a very long way before they reached it, he knew they were headed in the right direction. He seen they didn't have very far until they were out of the forest either. He tried shouting down to the dwarves, that they were headed in the right direction but soon realized they could not hear him. His attention was brought back up to the trees off in the distance, when he seen the branches were rustling and moving. Something was coming straight for them. Soon the movement was directly under him.

Bilbo scrambled to get down from the tree top but lost his footing and began falling backward toward the forest floor. He braced himself for imapct to the ground but was surprised when he landed on his back into a giant spider web. He was momentarily stuck and couldn't move. He tried to yell for help but no one answered his pleas. As he moved and thrashed around, trying to free himself, he noticed a giant spider headed straight for him. He finally got an arm loose and quickly slipped his ring onto his finger, making him vanish instantly.

Once he was invisible, he seen the spider that was coming straight for him, turn in confusion. He heard the spider speak and search frantically for him.

"No! where did it go!?" The spider hissed out.

It passed right over Bilbo after realizing he got away and joined the other spiders. Bilbo now seen where the rest of the comapny went. The spiders had captured them and wrapped them all up in their webs, so that they could start feasting on them once the rest of the spiders had gathered.

Bilbo was frantic. He needed to think of a distraction so he could get Thorin and the others to safety. He seen a small broken branch laying on top of the web and he picked up and threw it. The noise it made on its way to the forest floor was a good enough distraction to get the spiders attention and move away from the group. Bilbo took this opportunity to quickly cut the dwarves from their webbed prisons and let them gently fall to the forest floor, canopies of loose webs cushioning their falls on the way down.

As Bilbo tried to cut the last dwarf loose from the spiders webbing, he failed to notice the spider that was now descending upon the dwarf that he had not yet gotten free. He heard the spider hiss out that it was going to eat the dwarf and was about to pounce on him. Bilbo, without thinking, swung his sword and hit the spider on its back.

"What was that!? It stings!" The spider yelled out.

Bilbo jabbed his sword down into the spiders head and it fell the ground with a thud. This commotion got the other spiders attention and quickly headed back to where Bilbo was. He quickly cut the last dwarf loose and then the spiders descended on him. They were unable to locate him and frantically ran around searching for him.

Looking down, Bilbo seen the dwarves had gotten free of the webbing and were now up and arming themselves with their weapons. Bilbo turned back towards the spiders and as soon as he turned his head a spider was directly in front of his face. It caught him off gaurd and he fell backwards, hitting a few branches on his way down to the forest floor. The impact caused the ring to fly off his finger and it left him winded.

After realizing the ring had slipped off his finger, he began frantically searching the ground for it. Bilbo heard Thorin yell to the group to draw their weapons and get ready to fight. Bilbo was far more concerned for his ring, he didn't even consider helping them fight off the spiders. His main focus was the ring. After searching for what felt like forever, he finally spotted it. He heard the dwarves battling the spiders but it was more like background noise now. His vision zeroed in on the ring and everything else seemed like a blur. He started towards the ring when all of a sudden the ground lifted up and a giant spider came up from under the ground.

Bilbo seen the spider was now hovering over the ring, unknowingly. All the spider seen was a meal, all Bilbo seen was a threat to his precious ring. A rage suddenly filled him.

_"How dare this spider come between him and his ring,"_ he thought.

Without concern for his own safety, he began swinging his sword down onto the spider. Each swing was wild and full of desperation. When he seen the spider step onto the ring, blocking it from his view, he brought his sword down into the spiders head in one swift and powerful stab.

When the spider fell limp and the last movements of life left its body, did Bilbo shove it out of the way and pick up his ring.

"MINE." Bilbo hissed out in a voice that surprised him.

Once that voice left his body, it finally snapped him out of the rage that filled him. He had never in his life used a voice like that or was even aware that his voice could change like that. He looked down at the spider he killed in such a rage and the sight shocked him. He threw his hand over his mouth and gasped at the sight. He had never in his life been remotely that angry. Never in his life would he ever imagine allowing himself to carelessly put his life on the line for something so small.

A nagging feeling hit him all of a sudden. This wasn't just something _"So small..."_

Though he knew it was wrong, Protecting the ring like he had felt right. The urge to hide the ring and keep it away from everyone overwhelmed him again. He stared down at the ring in his hand and knew he would never let anything happen to it again.

Bilbo suddenly heard rustling in the trees and without thinking, slipped the ring back on his finger and vanished. Just as soon as he dispappeared, The elves of Mirkwood made their presence known.

Another onslaught of spiders came down upon the dwarves and before they had time to react, the elves killed off all of them with ease. As soon as they dispatched the last of the spiders, the elves quickly turned their weapons onto the dwarves. The dwarves were taken by surprise and had no other choice than to yield all their weapons to them.

Kili had been in the back of the group and while his attention was turned towards the elves, he did not notice the spider that descended upon him. The spider snatched one of Kili's legs and started dragging him off into the forest. Kili yelled out in surprise, then horror when he seen what had a hold of his leg.

As he struggled against the spider, suddenly it went limp. He looked up at it and noticed it had a dagger stuck right in the middle of its head. He wriggled free and noticed a tall, slender she-elf standing behind him. She had long auburn hair and even in a situation like this, She held herself with grace and dignity. Kili had met only a few elves in his life but, he knew this particular she-elf was different from the rest.

As Kili stared at her, he noticed another spider approaching from behind her. He shouted at her to toss him a dagger, so he could take care of it. After all, that was the gentlemanly thing to do he supposed.

"If you think I am giving you a weapon dwarf...You are mistaken!" She calmly said as she turned and threw her dagger between the spiders eyes, stopping it dead in it's tracks.

Kili's eyes grew wide in surprise.

_"These elves make everything look so easy!"_ He thought.

Kili was snapped out of his thoughts when he heard a male elf shouting orders to the other elves. Soon after, the she-elf was frisking Kili and removing all his weapons from him.

Thorin tried to protest but the tall, blonde elf who seemed to be in charge held his sword to his throat and urged him otherwise. It was no secret that the elves hated the dwarves and the dwarves hated them with equal passion. Thorin had no choice but to surrender his weapons as his group was completely outnumbered by the elves. He spat at the feet of the tall blonde elf in disgust.

The tall elf seemed genuinely disgusted by this action and ordered them to be taken back to his father. He would know what to do with them. They quickly made their way through the forest and soon would be locked up in the cells belonging to King Thranduil.

**XXX**

As the three sisters made their way through the forest of Mirkwood, They came upon the corpses of the slain spiders. They knew they were on the right track. The forest and all its magic had no effect on the sisters so they never became disoriented or lost like the dwarves had. They never lost sight of the path on which they travelled. They also knew they were being watched.

Rayvn, being the oldest, knew of King Thranduil. She knew by his reputation, he was a difficult person and it was going to be tough trying to convince him to let them pass through his realm without a reason as to why they were passing through. She was regretful now, that she had not thought of what she would say to him when his guards captured them, because they were going to _"Capture"_ them. Though it was more that Rayvn and her sisters were allowing themselves to be _"caught."_

Sure enough, The elves soon had the three sisters surrounded. Rayvn had forewarned them this was going to happen and for them to just go along with it. The sisters surrendered their weapons without a fuss and did everything they were asked. Soon, they were lead before King Thranduil himself.

He was tall, graceful and beautiful, if one were to dare say so. He was every bit as majestic as the tales of him were told. He wasted no time interrogating the sisters. Rayvn spoke for them a majority of the time but he demanded answers from all. He knew something was going on and he would get to the bottom of it soon enough.

**XXX**

The elves shoved their dwarf prisoners into their cells, one by one. Giving them one last search for weapons before locking their cell doors. Fili had the most weapons and after yet another search, they found more weapons hidden on him. The elves let out a sigh of disgust before shoving Fili into his cell.

The tall, slender she-elf who saved Kili from the spider, was in charge of him. She eyed Kili, curiously. She wouldn't admit to anyone that she found him attractive. Legolas would surely kill him if he knew what she was thinking of Kili. Legolas wasn't around right now though... She decided to toy with the dwarf.

"Shall I do a weapon search again, dwarf? You could have anything down your trousers." She said to Kili in a whispered, seductive tone.

Kili froze and was unsure of how he should respond.

_"Should I answer her?...Is this a trick question?" _He thought.

He figured any answer he gave would be wrong and get him into some type of trouble. So he just looked at her, dumbfounded and kept his mouth closed.

She giggled when she seen the look on his face and just gently eased him inside of his cell. When the door was closed, she leaned in and whispered "Maybe later?" before winking at him and walking off.

"What did that dwarf tell you, Tauriel?" another female elf asked suspiciously.

"Nothing." Tauriel said with a smile and shrugged.

"He is quite tall for a dwarf...do you not think?" she added, lost in the thought.

"Taller than some...but no less ugly!" the other female answered with a laugh.

Tauriel brushed off the comment and continued down the staircase she was on. She hated the narrow-mindedness these elves had. She always thought more of other beings and always wondered how life was outside of this realm. Her way of thinking had gotten her into trouble more times than she could count. No one really cared for her because of this and was only promoted to captain of the guard because Legolas was in love with her.

She had no feelings towards Legolas though. Thranduil would never approve of their coupling, anyway. She cast Legolas into the more-like-a-brother category. She never thought much of any of the elves who actually tried to court her, though they were few and far between. For the first time, since laying her eyes on the dwarf, Kili...something inside her stirred. Something she had never felt before. She liked the feeling she had and decided she would do everything in her power to keep that feeling alive.

**XXX**

After hours of interrogation by King Thranduil. He decided they were not going to reveal why they were in his realm...not tonight anyway. He also knew they were tied to the dwarves somehow. He decided he would try again later. Maybe if they spent some time in the cells with their dwarf friends, they would talk eventually. He had patience, he could wait. He ordered his guards to take them to their cells for now. He would try again soon enough.

The guards led each sister to a cell. Vallyn got put into a cell by herself. While, much to Kaylyn's horror, she was put into the same cell with Fili. Finally, Rayvn was led to a cell away from everyone and the guard opened the door and shoved her in. She adjusted her eyes to the darkness in the cell and seen someone in the back, standing against the wall. Rayvn's eyes widened...it was Thorin!

* * *

><p><strong>Cliffhanger! I know...I know! Bad Fikli! lol. <strong>

**I hope you enjoyed the chapter. Please comment and review! They keep me motivated to keep writing this story! :)**


	19. The Great Escape

**This is a long chapter. I thought I would make up for the amount of time I had between chapters. My apologies to all who have been waiting patiently. It is much appreciated! Hope you enjoy!**

* * *

><p>Vallyn sat in her cell, alone and confused as to why she was the only one to get her own cell away from everyone else. She knew that Thranduil had the dwarves locked up in his cells and she was desperately hoping to be put at least somewhat near to Kili, if not in the same cell with him. She got up and leaned against the cold metal bars to her cell, trying to hear anything from the dwarves or her sisters. All was quiet though and that was unsettling. She had no idea what Thranduil wanted from them and that made the seclusion all that more upsetting.<p>

After thinking on it awhile, Vallyn realized Thranduil planned to seperate her from everyone all along. Isolating her from her sisters because she was the youngest. She figured he thought that made her the weakest link. A move he no doubt thought was a smart one. Thranduil had better think twice about that! Now that she figured out his plan there was no way she would give in to anything he wanted. Of course, she had no idea how ruthless he could be.

After going over different scenarios in her head of what he could want, she heard footsteps approaching her cell. A tall, blonde elf male came to stop in front of her cell door.

"Are you comfortable? Can I get you anything?" The elf named Legolas asked.

"You can let me out and take me to my sisters..." Vallyn answered back, raising her gaze slightly up to his but not getting up from her spot where she was sitting.

Legolas immediately took notice of her eyes. They were almost enchanting, they shown so bright. He knew right then and there, she was no ordinary prisoner of his father. He understood why his father made such a big deal about the three sisters now. Though, he still had no idea who they were. His father seemed to think they were tied to the dwarves and that something big was happening. No one would talk, though.

"I would love to, but...I cannot do that my lady." Legolas answered back in a kind and graceful tone.

Vallyn nodded.

"I know...It was worth a shot, though." She said with a slight laugh that quickly disappeared after the words left her mouth.

Legolas gave a small smile. He knealt down to a crouching position in front of her cell door and looked in at her. He stayed silent for a moment, pondering what to say to her. He was just as curious as his father about the group they had locked away in their cells. Though, he had no ill will like his father, towards them. Legolas was an obediant son but that did not mean he was like his father. Over the years he noticed Thranduil had grown to detest the lives outside of their realm and that was something they greatly differed in.

Legolas finally found the words he wanted to say to Vallyn. He spoke quietly as he began to talk to her.

"I know you will not tell my father why you are in our realm...But would you consider telling me?" He asked as he held his gaze onto her.

Vallyn suddenly got up from where she was sitting in the back of her cell and made her way towards Legolas. He was slightly caught off guard when she knealt down in front of him in the same crouching position he was in and looked him dead in the eyes. Not many were bold enough to bring themselves to look him in his face and show no fear, let alone a woman. She intruigued him even more.

"Now why would I do that?" Vallyn asked him with a smirk on her face and in an almost challenging tone, while holding his gaze.

Legolas let another smile slip across his lips as he stared back at her. She was a tough one, he would give her that. His father was so sure she would be the one to crack first and let their mission slip. Just by their short interaction, he knew his father had no idea who he was dealing with. There was no way any of the sisters were going to give him the information he wanted.

**XXX**

Thranduil had figured out that Thorin was headed to Erebor quite quickly. He was not stupid. Why else would the heir to the throne of the lonely mountain be heading in that direction. In all the years since the mountain had been taken over by Smaug the dragon, had no dwarf even looked in the moutains direction, let alone be headed straight for it. He just wanted to hear it from Thorin's own mouth that thats what his plans were; to reclaim the mountain.

He had not figured out what the three sisters had to do with Thorin yet but, he knew they were helping him. Unlike his cousin, Elrond, Thranduil was not aware of who the sisters were. He could sense they had some powerful magic to them but that was the extent of what he knew about them. He was more interested in them than he was the dwarves. He could deal with the dwarves because he knew what to expect from them. These three sister on the other hand...

Thranduil's thoughts were interrupted by Legolas, who had slipped quietly into his fathers presence.

"I spoke to the youngest sister...I believe we will get no information from her." Legolas said as he came to stop in front of his father.

"Then you did not question her thoroughly enough." Thranduil said in a cold, hard tone.

"She is not some scared little girl who will waiver under harsh tone, father." Legolas suggested.

"Then you were not harsh enough." Thranduil replied in the same tone he used before.

"Father, I..." Legolas started but was cut off by his father.

"I do not want to hear your excuses. I only want results. If you are too concerned about her feelings then perhaps I should get someone else to do the questioning for you?" Thranduil asked his son in a flat tone that held no emotion.

Legolas only shook his head no and turned on his heel and walked away.

**XXX**

Thorin could hardly believe who was standing in front of him. He thought Rayvn was gone, never to come back to him. Regret flooded over him as she stood there before him. He regretted every action he made since learning of her presence in Rivendell. He could hardly bare to be in her presence now he was so ashamed of himself. Her silence made everything that much worse for him, though he did not blame her for not speaking to him. She just stood there, looking at him in an expectant manner. He found he could not find the words to begin to tell her how sorry he was. He was stuck, frozen, under her hard stare.

After what seemed like an eternity, he finally was able to get out something...though it was nowhere near what he wanted to say to her.

"Rayvn..." He swallowed the lump in his throat, hard.

"Thorin." was all she answered back. He couldn't read her tone or pick up on any emotion.

"Rayvn, I..." He began but was cut off.

"Look, I am sorry you have to be in this cell with me, Thorin. I will make it easy on you and just sit here quietly. You do not have to speak to me, you don't even have to acknowledge me. We can just sit here in silence, while I figure out what to do." Rayvn said flatly.

Thorin felt horrible. This is not what he wanted. He was certain she thought he hated her. How could she think otherwise after the way he acted. If he was going to fix this, it had to be now.

"Rayvn...I am sorry." He said after a moment of silence.

"Don't be. I know where we stand now. Thank you for making it clear to me." Rayvn replied.

Though the words came out with ease, Rayvn was dying inside. It took every ounce of strength she had to let the words flow out like they did, with deceptive ease. It killed her to think Thorin didn't want her anymore. So she was stunned at what he told her next.

"Rayvn...I love you." He said in a shakey tone, as he stood before her, looking into her eyes.

She seen the regret he had as he stood before her. She seen the sadness he held in his eyes. She also seen the sincerity he had as he spoke those words to her. She was still taken aback, though.

"What...?" She asked, thinking her ears were tricking her.

"I love you...and I am sorry for all the pain I have caused you. I never wanted you to leave. I was just too ashamed by what I had done to find the words to say thank you, for saving my life...to ask you to stay with me. You deserve way better than me and I understand if you no longer want me. Just know that I want you, I will never stop wanting you. You are the love of my life." Thorin got out, he dropped his gaze to the ground, waiting for her to reject him. It was no less than he deserved at this point.

Rayvn stood there, dumbfounded. This whole time she thought Thorin hated her. Now here he was, declaring his love for her. It was almost too much to handle. All her emotions boiled up in her and were about to erupt like a volcano.

Thorin waited for her to respond. She stood there and stared at him for what seemed like an eternity. He thought his words were not enough to convince her and it was just too late. He was surprised when she suddenly stepped forward and wrapped her arms around his neck and crashed her lips onto his.

Though it surprised him at first he wasted no time in returning her kiss. They were so caught up in their sudden embrace, it startled them when one of the guards shouted at them to move away from each other. Thorin stared daggers at the guard but they did as they were told. They reluctantly pulled away from each other and just stood there and stared at one another.

He suddenly remembered Bilbo was still out there, somewhere. He knew that their burglar would come to their rescue soon enough. Then he could have his time with rayvn, without interruption...He would certainly make it up to her then. A smile crept across Thorin's face as he stared at her.

**XXX**

Fili stared at Kaylyn, losing all previous reluctance to look at her that he had back at Beorn's. It was kaylyn's turn to feel what he felt. She was still trying to not look at him, just like before but he never relented. He held his gaze on her, forcing her to glance at him every now and then, to confirm he was still looking right at her. He did not speak, he did not move. Just stared with deep intent. He was going to get answers from her and he would not be the one to make the move to get them first. She would have to offer it to him herself.

He had foolishly put himself out there with her and he knew exactly how he felt. Though, he had not come right out and told her that he was in love with her, he knew that she knew. Despite what the others thought of him, him being a ladies man, that he never got attached...He had with Kaylyn. It pained his heart to think that what they had done back at Beorn's might not mean the same to her as it did to him.

Kaylyn finally spoke after what seemed like hours.

"I'm sorry okay?" she tried to say in an irritated tone but Fili knew it was full of nervousness.

Fili still did not speak. He still continued to stare at her. Kaylyn's heart felt like it was beating out of her chest by this point. She wanted desperately to flee but was trapped in a small cell with the one person she was trying to avoid but didn't really want to avoid if she was honest with herself. There was no way she was going to let this go any further, though.

She tried to think of something else to say. Nothing was coming to her though. She thought maybe if she was mean, he would finally break his gaze from her.

"I take that back. I'm not sorry. I did exactly what I meant to and if you can't handle that, then that's your own fault." She tried to say in a harsh tone but it came out all wrong. Her voice was shakey and cracked and her bottom lip started to quiver. She quickly turned away from his gaze, hoping he didn't take notice.

It was still painfully silent. After a few minutes she turned back to see if he was still staring only to confirm that he was. She couldn't take it anymore. She exploded into anger and tears.

"STOP STARING AT ME!" she shouted while tears streamed down her face.

The guards quickly came to their cell and told them to be quiet before walking away again.

She continued to cry.

"Please...just stop. I can't take it anymore. I love you...is that what you want to hear? I love you." Kaylyn said quietly, sobbing into her hands.

She looked up finally and seen Fili was still staring at her, straight-faced. She blew it with him she realized. She put her head back into her hands and cried harder. A few moments later she felt Fili grab her arms and he quickly pulled her to him. He kissed her deeply and held her tight. He broke their kiss after a few minutes and whispered in her ear.

"That's all I wanted to hear from you. I love you too." He said, lovingly and with a big grin on his face.

Relief washed over Kaylyn, like a weight had been lifted from her finally. It was all out there now. No more playing it safe. Fili knew exactly how she felt and she couldn't be happier in that moment.

**XXX**

Vallyn sat on the ground of her cell, leaned up against the wall. She was trying to think of something clever to say to Thranduil when he questioned her again. Because he would be questioning her again very soon; Be it through Legolas or himself personally. She waited patiently for someone to start the interrogations again. She wished Rayvn was with her. She would know exactly what to say and do. That wasn't going to happen, though. Vallyn knew this was her time to prove she could handle herself, to her older sister.

As she sat quietly, waiting, she heard footsteps approach. She stood quickly, waiting for one of the guards to open her cell and lead her before Thranduil, or Legolas...She hoped for the latter. No guards came though. Confusion took over after a few moments of silence.

"Hello? Are you going to let me out?" she called out.

Bilbo suddenly appeared from around the corner.

"Of course I am going to let you out! Don't be silly!" He said in a whisper and had a big smile on his face.

"BILBO!" Vallyn wanted to shout out but said it in a loud whisper instead.

"Shhh, there are guards nearby!" Bilbo said.

"Of course! Of Course! I am just so happy to see you!" Vallyn replied.

"Me too" Bilbo said with a smile as he quietly opened her cell door.

"Ok, Let's go get the others." He added.

Vallyn nodded and they both steathily made their way to the other cells, which Vallyn realized, we quite far away from her own.

_"That's why I couldn't hear anyone..."_ She thought.

Upon seeing Bilbo and Vallyn the Dwarves started to shout in excitement before Bilbo told them all to be quiet. They nodded and one by one they were all let out of their cells. Once her sisters were out of the cells that held them, they all embraced Vallyn.

"We have to get moving! Quickly!" Bilbo urged.

"Lead the way, Lad!" Bofur said as he began to follow Bilbo.

The others quickly followed after. Vallyn couldn't help but notice that Fili and Kaylyn were holding each others hand as they made their way down the winding steps, away from the cells. That brought a smile to her face but she said nothing. Kili quickly caught up with her and took her hand and led her down the stairs, putting himself in front of her in case they ran into danger. This is the gesture she had grown to love from him since meeting him, Though she could probably handle any danger by herself if they were faced with it. She wouldn't tell him that though. This made him feel like he was doing something important, by protecting her.

Soon, They reached the basement, where there were two, drunk and passed out guards.

"You've led us to the basement!" Kili said in an angry whisper.

"You were supposed to be leading us out! Not further in!" Bofur said in an even angrier whisper.

"What do we do now?" Bofur added.

"Get in the barrels." Bilbo said with urgency as he pointed to empty barrels stacked on their sides in the middle of the room.

The dwarves started to quietly protest in whispered tones and Bilbo looked like he was about to cry from frustration. He looked over to Thorin with desperation, hoping he would make them listen. Thorin looked Bilbo over for a second before ordering everyone get into a barrel.

They all did as they were told and Bilbo did a head count once they were all in. Satisfied everyone was there and in their barrels he stood back, next to a lever.

Bofur poked his head out from a barrel suddenly.

"What do we do now?" He asked Bilbo.

"Hold your breath." Bilbo said flatly.

"HOLD ME BREATH? Bofur wanted to shout. Confused as to what Bilbo planned to do.

Bilbo pulled the lever next to him and suddenly the floor tilted down and the barrels started to roll downwards and fall one by one into a small river that was running underneath Thranduil's kingdom. After the last barrel was gone the door to the floor closed again. Bilbo stood there, quite happy that he pulled that off before realizing he needed to get out somehow too.

He stomped around on the ground, trying to get the door to open up again but it didnt budge. He heard shouting coming from the top of the stairs of the basement.

"Where is the keeper of the keys!?" Tauriel shouted.

The drunken guards slowly started to come to, after passing out from the massive amounts of alcohol they had consumed. Bilbo grew even more desperate. He started jumping up and down on the floor, trying desperately to get it to open again. The guards drew closer and Bilbo began to back up, trying to stay out of sight. Once he started to move back, the door started to open. He stood there as the door fully opened and his feet slid and he started to fall backward.

He landed with a splash in the river and the dwarves all cheered. Bilbo grabbed onto the side of Ori's barrel as they began to move down the river. All they needed to do was reach the potcullis at the end of the river and they were free. They were almost there when they heard the sound of horns being blown and one of the elves shouting to close the gate.

They almost made it but the gate closed and they were trapped. The elves fixed their bows on them. Suddenly there was a big commotion. Azog's son, Bolg, lept over the walls of the gate and he had a small army of orc's behind him.

"Kill them all!" Bolg shouted.

Chaos errupted around Thorin and his group. The orcs tried to get to Thorin and the elves took out a majority of them, while the dwarves took out what slipped passed the elves. Kili seen the lever that needed to be pulled to open the gate, it was right above them. He just needed to get to it and pull it. He quickly got out of his barrel and Vallyn protested as he made his way to the lever. Fili tossed him a weapon and he took out whatever orcs crossed his path. He was almost to the lever when Bolg spotted him.

Bolg quickly readied his bow before releasing a poisioned arrow into Kili's leg, stopping him dead in his tracks. Vallyn's eyes widened in horror.

"NO!" she screamed out as Kili collapsed to one knee, in excruciating pain.

Tuariel looked over to where she heard the scream coming from and seen Kili with an arrow in his leg, struggling to get up. Her heart sank. She tried to get to him as quickly as possible but orcs kept coming at her from all directions.

Kili managed to grab ahold of the lever that opened the gate and he gathered the rest of his strength and pulled it, then rolled off the ledge and back into his barrel, breaking the arrow off as he landed back in it. He glanced up and seen Tauriel fighting to get to him and they locked eyes.

Vallyn noticed the exchange and looked over at the tall she-elf. Tauriel did not break her gaze from Kili, she just stared as all the barrels rolled out of the gate and out of her sight.

**XXX**

Thorin and his company splashed and crashed around as they made their way down the turbulent river. Bolg and what was left of his small army gave chase, following closely on land. The elves gave chase to the orcs and were close behind them, Slowly picking them off one by one.

Legolas and Tauriel gained on the orcs first and manuevered there way across the river, using the dwarves heads as stepping stones to reach the other side. The dwarves were not pleased but what could they do?

Legolas went as far as he could and made sure the dwarves made it past the present danger. If he was honest, he really was only making sure Vallyn made it. He didn't know why but he wanted to make sure she was safe, if anything. Since their small exchange he could not get her out of his head. All thoughts of Tauriel were replaced with Vallyn. It was a strange feeling and it confused him.

Legolas was so caught up in staring at Vallyn he failed to notice the orc that was coming up behind him. Thankfully Thorin seen as he passed and threw the weapon he had aquired from one of the orcs that fell into the river. It flew passed Legolas and it startled him. He narrowed his eyes at Thorin, thinking he was aiming for him, only to realize what Thorin had actually done.

Thorin nodded and was soon out of sight. Tauriel soon appeared from behind him. She had a dagger held against the throat of an orc she managed to capture.

"Let's take this one to my father, he will know what to do with him." Legolas spat out.

Tauriel only nodded.

**XXX**

After reaching calmer waters, the company slowly made their way to shore. Confident the orcs were a good ways behind them, Thorin ordered everyone to get up and keep moving.

"Kili is hurt! he needs to rest for a moment!" Vallyn shouted out.

Thorin looked over his nephew quickly.

"Bandage him quickly, you have two minutes...We can't stay here." He only replied.

"I'm fine." Kili said defiantly and tried to get up but quickly fell down in pain.

Vallyn shook her head in concern and her and Fili started to dress his wound as quickly as they could.

Ori sat down and started to empty the water that gathered in his boots. He was fixed on the task of drying his feet off, that he failed to notice the man that had snuck up on him and was now pointing a bow and arrow at him, ready to let loose an arrow at a moments notice.

Dwalin noticed the man hover over Ori and quickly jumped in front of him protectively, holding a log he had found near the banks of the river. The man let loose and arrow and hit the log dead center, as Dwalin looked down at the arrow now stuck in it, in surprise. Kili heard the commotion and seen the man. He quickly picked up a nearby rock and was about to throw it at him but before he got a chance the man quickly let loose another arrow and shot the rock right out of Kili's hand.

"Do that again, and you're dead." The man finally said after looking them all over.

Balin noticed the barge off on the distance and quickly realized the man was the owner of it. He put his hands up to show the bargeman that he had no weapons as he slowly but cautiously approached him.

"Excuse me but, you're from Lake-Town? That barge over there wouldn't be for hire, would it?" Balin asked the man cautiously.

"What makes you think I would help you?" The bargeman asked Balin as he began to load the barrels onto his boat that the dwarves had road down the river in.

"Those boots have seen better days, as has that coat...No doubt you have some hungry mouths to feed?" Balin replied.

"Aye, a boy and two girls..." The bargeman replied.

"And your wife, she is a beauty no doubt." Balin continued.

"Aye...she was..." The bargeman answered solemnly.

Balin realized what he had said and that the bargemans wife was in fact, deceased. He wanted to kick himself.

"Oh..I am sorry..I didn't realize..." Balin tried to say but was cut off by Dwalin.

"Enough with the niceties." Dwalin snapped.

The bargeman looked over at Dwalin with a raised eyebrow and knowing expression. He knew they were on the run from someone, but who?

"What's your hurry?" The bargemen asked Dwalin.

"What's it to you?" Dwalin retorted.

"I would like to know who you are and what you're doing in these lands." The bargeman said flatly.

"We are simple merchants from the blue mountains, journeying to see our kin in the Iron Hills." Balin answered, trying to sound convincing but failing miserably.

"Simple merchants you say?" The bargeman asked, not believing a word Balin said.

"We need food, supplies...weapons..." Thorin interjected.

The bargeman looked them over and then over at the barrels with splintered wood from the arrows that hit them.

"I know where these barrels came from." The bargeman said, looking at Thorin.

"What of it?" Thorin asked in an irritated tone.

"I don't know what business you had with the elves...but I don't think it ended well." The bargeman answered.

The bargeman then looked around at the group before continuing.

"No one enters Lake-Town but by leave of the master. He would see you in irons before risking the wrath of King Thranduil." The bargeman sad flatly before turning and loading the last of the barrels onto his boat.

Thorin urged Balin to continue to try and convince him.

"I'll wager there are ways to enter that town unseen..." Balin suggested.

"Aye...But you would need a smuggler for that." The bargeman replied.

"For which we are willing to pay double!" Balin offered, and had quickly moved up behind the bargeman, much to his surprise.

**XXX**

Legolas and Tauriel brought the captured orc before Thranduil, who wasted no time interrogating it.

"You were tracking the company of Thorin Oakenshield...why?" Legolas asked the orc as he held his dagger to it's throat.

"And he is down one less member...The black haired archer, the young one...we stuck him with a Morgul shaft. It won't be long now, the poison is in his blood...he'll be choking on it soon." The orc said with a laugh.

Tauriel shot her eyes to the orcs and narrowed them. Legolas couldn't help but notice the look she was giving the orc.

"You like killing things, Orc? You like death? Well, let me give it to you!" She said as she brought he dagger dangerously close to it's neck.

"Tauriel, that is enough. Leave us now." Thranduil shouted.

Tauriel backed off and nodded before walking away.

"One dead dwarf is of no concern to me. Answer the question and I shall set you free." Thranduil offered the orc.

"What does Thorin Oakenshield have to do with you?" Legolas asked.

"The dwarf runt will never be king under the mountain. My master serves The One. War is upon you. Your kingdom will burn. The flames of war are upon you!" the orc spat out.

Thranduil, without warning swiftly cut the orcs head off as Legolas held its head in his hand, in surprise.

"Why did you do that? You promised to set him free." Legolas told his father.

"...And I did. I freed it's head from it's wretched body." Thranduil answered.

"What did he mean by the flames of war?" Legolas asked as his father began walking away.

"It means they plan to unleash a weapon so great it will destroy all before it." he answered.

"I want the watch on our borders doubled, all roads, all rivers. No one enters or leaves my kingdom unless I hear of it first." He added before disappearing out of legolas' sight.

Legolas made his way to the front gates and ordered for them to be closed. No one enters or leaves unless he knows about it.

"What about Tauriel?" one guard shouted back at Legolas, making him stop dead in his tracks.

"What of her?" he asked, knowing full well where she had gone.

"She went off into the forest armed with her bow and blade. She has not returned." The guard said.

Legolas narrowed his eyes. She knew he would go after her. He knew that's exactly what she was hoping for.

* * *

><p><strong>And there we have it! The three lost loves have been reunited! but what of the interest Legolas and Tauriel are showing Vallyn and Kili? Will it have an impact on their relationship? We shall see... ;)<strong>

**Thanks for reading this chapter! As always, reviews and comments are most welcome!**


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